MSC.Software Corp. , the leading global provider of enterprise simulation solutions, announced today that Gregory P. Spivy has resigned from the company's Board of Directors, effective May 26, 2006. Mr. Spivy is a partner at ValueAct Capital. Mr. Spivy joined the board in conjunction with a stockholders agreement that was executed in December 2004. The stockholders agreement provided that if ownership of MSC Common Stock by ValueAct Capital (when combined with ownership by certain parties associated with ValueAct Capital) declined to less than 10% of the total outstanding shares of Common Stock of the company, Mr. Spivy as the Affiliate Director under the stockholders agreement, would tender his resignation as a director of MSC. Ownership by ValueAct Capital and the associated parties has decreased to below 10% as a result of the conversions to date of MSC Software's 2 1/2% Senior Convertible Notes due 2008 to shares of Common Stock of the Company.