During the development and maintenance of Object-Oriented (OO) software, the information on the classes which are more prone to be changed is very useful. Developers and maintainers can make a more flexible software by modifying the part of classes which are sensitive to changes. Traditionally, most change-proneness prediction has been studied based on source codes. However, change-proneness prediction in the early phase of software development can provide an easier way for developing a stable software by modifying the current design or choosing alternative designs before implementation. To address this need, we present a systematic method for calculating the Behavioral Dependency Measure (BDM) which helps to predict change-proneness in UML 2.0 models. The proposed measure has been evaluated on a multi-version medium size open-source project namely JFreeChart. The obtained results show that the BDM is an useful indicator and can be complementary to existing OO metrics for change-proneness prediction.