TOKYO, Feb 11 (Reuters) - U.S. private equity firm Bain

Capital said it may withdraw its tender offer proposal for

Japanese IT firm Fuji Soft, after rival suitor KKR

raised its offer above Bain's in a protracted bidding

war.

Bain Capital "is carefully considering its future policy,

including the option of withdrawing" the proposal, it said in a

statement on Monday.

KKR last week raised its offer price to 9,850 yen ($64.88)

per share from 9,451 yen per share, above Bain's most recent

offer of 9,600 yen per share in December.

Fuji Soft shares ended down 0.2% at 9,960 yen on Monday. The

Tokyo stock market is closed on Tuesday due to a public holiday.

KKR currently has a 33.97% stake in Fuji Soft following the

first stage of a two-part bid in which two activist investors -

3D Investment Partners and Farallon Capital - agreed to tender

their shares to KKR.

Bain, which is supported by Fuji Soft's founding family, has

yet to launch a tender offer.

($1 = 151.8200 yen)