Data storage company EMC Corp.'s subsidiary, VMware, said it expects its initial public offering to be priced between $23 and $25 per share.

In an amended filing with the U.S Securities and Exchange Commission, the software company registered 33 million shares of its Class A common stock.

Following the offering, VMware will have two classes of common stock, Class A and B, and EMC will continue to be the controlling stockholder.

EMC will own 32.5 million Class A and all 300 million Class B shares, representing about 89 percent of the company's outstanding shares, the filing said.

Underwriters include Citigroup, JPMorgan, Lehman Brothers, Merrill Lynch and Credit Suisse.

The company has granted its underwriters an option to purchase up to 4.95 million additional shares of Class A stock to cover over-allotments.

VMware expects net proceeds of about $741.4 million, assuming an offering price of $24 per share.

It plans to use the proceeds to repay about $350 million of debt owed to EMC to fund a dividend, to buy headquarter facilities and for working capital, among other things.

The Palo Alto, California-based company reported net income of about $85.9 million on total revenue of $703.9 million in 2006.

VMware said its Class A common stock has been approved for listing on New York Stock Exchange under the symbol VMW.

In the filing, the company also said Intel Corp.'s investment unit, Intel Capital, has agreed to invest $218.5 million in VMware's Class A stock at $23 per share, subject to conditions.

(Reporting by Kavita Chandran)

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