SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Manwani Vijay

(Last)

(First)

(Middle)

C/O BLADELOGIC, INC.

10 MAGUIRE ROAD, BUILDING 3

(Street)

LEXINGTON

02421

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BladeLogic, Inc. [ BLOG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP and CTO

3. Date of Earliest Transaction (Month/Day/Year)
04/18/2008

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/18/2008		U		747,556⁽¹⁾	D	$28	0	D
Common Stock	04/18/2008		U		138,284	D	$28	0	I	See footnote⁽²⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (Right to Buy)	$1.4	04/18/2008		U			20,833	⁽³⁾	01/25/2015	Common Stock	20,833	⁽³⁾	0	D
Employee Stock Option (Right to Buy)	$1.4	04/18/2008		U			229,167	⁽⁴⁾	01/25/2015	Common Stock	229,167	$26.6	0	D
Employee Stock Option (Right to Buy)	$3.6	04/18/2008		U			14,667	⁽⁵⁾	10/18/2012	Common Stock	14,667	⁽⁵⁾	0	D
Employee Stock Option (Right to Buy)	$3.6	04/18/2008		U			16,622	⁽⁶⁾	10/18/2012	Common Stock	16,622	$24.4	0	D
Employee Stock Option (Right to Buy)	$3.9	04/18/2008		U			5,021	⁽⁷⁾	11/14/2012	Common Stock	5,021	⁽⁷⁾	0	D
Employee Stock Option (Right to Buy)	$3.9	04/18/2008		U			5,689	⁽⁸⁾	11/14/2012	Common Stock	5,689	$24.1	0	D
Employee Stock Option (Right to Buy)	$10	04/18/2008		U			20,389	⁽⁹⁾	04/05/2013	Common Stock	20,389	⁽⁹⁾	0	D
Employee Stock Option (Right to Buy)	$10	04/18/2008		U			15,860	⁽¹⁰⁾	04/05/2013	Common Stock	15,860	$18	0	D
Employee Stock Option (Right to Buy)	$17	04/18/2008		U			12,838	⁽¹¹⁾	07/24/2017	Common Stock	12,838	⁽¹¹⁾	0	D
Employee Stock Option (Right to Buy)	$17	04/18/2008		U			5,287	⁽¹²⁾	07/24/2017	Common Stock	5,287	$11	0	D

Explanation of Responses:

1. Of these 747,556 shares, 739,821 shares were exchanged in the merger for a cash payment of $20,714,988.00, and the remaining 7,735 shares were converted into the right to receive $28.00 per share as such shares vest under their current vesting schedules.

2. These shares were owned directly by the Vijay Manwani 2007 GRAT and indirectly by the reporting person as trustee of the Vijay Manwani 2007 GRAT.

3. These options were assumed by BMC Software, Inc. in the merger and replaced with an option to purchase 18,844 shares of BMC Software, Inc. common stock for $1.55 per share.

4. These options were cancelled in the merger in exchange for a cash payment of $6,095,842.20, representing the difference between the exercise price of the option and the market value of the underlying issuer common stock on the effective date of the merger ($28.00 per share).

5. These options were assumed by BMC Software, Inc. in the merger and replaced with an option to purchase 13,266 shares of BMC Software, Inc. common stock for $3.99 per share.

6. These options were cancelled in the merger in exchange for a cash payment of $405,576.80, representing the difference between the exercise price of the option and the market value of the underlying issuer common stock on the effective date of the merger ($28.00 per share).

7. These options were assumed by BMC Software, Inc. in the merger and replaced with an option to purchase 4,542 shares of BMC Software, Inc. common stock for $4.32 per share.

8. These options were cancelled in the merger in exchange for a cash payment of $137,104.90, representing the difference between the exercise price of the option and the market value of the underlying issuer common stock on the effective date of the merger ($28.00 per share).

9. These options were assumed by BMC Software, Inc. in the merger and replaced with an option to purchase 18,442 shares of BMC Software, Inc. common stock for $11.06 per share.

10. These options were cancelled in the merger in exchange for a cash payment of $285,480.00, representing the difference between the exercise price of the option and the market value of the underlying issuer common stock on the effective date of the merger ($28.00 per share).

11. These options were assumed by BMC Software, Inc. in the merger and replaced with an option to purchase 11,612 shares of BMC Software, Inc. common stock for $18.80 per share.

12. These options were cancelled in the merger in exchange for a cash payment of $58,157.00, representing the difference between the exercise price of the option and the market value of the underlying issuer common stock on the effective date of the merger ($28.00 per share).

	/s/ Michael J. Cayer, attorney-in-fact	05/16/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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