All Things Digital

Earlier this week, BoomTown posted our speaker list for the sixth edition of D: All Things Digital, which will take place in a few weeks–May 27 to 29, to be exact–in Carlsbad, Calif.

The annual gathering of tech and media luminaries was created and is run by my partner Walt Mossberg and me.

D6 tech and media speakers include: Microsoft Bill Gates and Steve Ballmer of Microsoft (MSFT); News Corp.’s (NWS) Rupert Murdoch; Jeff Bewkes of Time Warner (TWX); Mark Zuckerberg and Sheryl Sandberg of Facebook; Michael Dell of Dell Computer (DELL); IAC’s (IACI) Barry Diller; Amazon’s (AMZN) Jeff Bezos; Howard Stringer of Sony (SNE); and TiVo’s (TIVO) Tom Rogers.

Also: Tom Glocer of Thomson Reuters (TRI); Melinda Gates of the Gates Foundation; FCC Chairman Kevin Martin; Lowell McAdam of Verizon Wireless (VZ); Activision’s (ATVI) Robert Kotick; and former Microsoft tech guru Nathan Myhrvold of Intellectual Ventures.

Just recently, we added Jerry Yang, CEO and co-founder of Yahoo (YHOO), and now he is being joined onstage at the conference by Yahoo President Sue Decker (pictured here in a lovely Wall Street Journal dot-drawing).

The pairing should make for a lively session, given all the heat around Yahoo of late, largely related to the scuttled attempt by Microsoft to buy the company.

What would you like to know about that and anything else about Yahoo?

As it so happens, you can ask!

While the conference is sold out, you can submit questions that you would like answered to Yang and Decker or any of the speakers via text or video. Walt and I will pick the best ones and let loose.

Ask early and often here!

In addition, the whole conference will be online at AllThingsD during the conference, via live blogs and reports of breaking news (and there will be breaking news, as there always is), along with video highlights.

And videos of all the interviews will be posted soon after it is over.

Be careful what you wish for, Jerry Yang.

Because after talking to a dozen Yahoo (YHOO) execs over the weekend after the Microsoft (MSFT) takeover deal cratered, most of whom are vice presidents or above, I have to say that your stock drop isn’t the worst thing you will have to deal with this morning when you pull up at work.

The worst? That’ll be the very hairy eyeballs you will be getting from a lot more of your employees, who are scared silly and a lot peeved by the limb many feel you have dragged them and their stock options out onto.

A major decline in the share price today was of prime concern to those I interviewed, with most hoping it would not dip below $20, based on the possibility of signing a long-rumored ad outsourcing deal with Google (GOOG) soon that could potentially keep the stock higher.

Also of concern: making too many sudden moves to placate Wall Street, like a possible alternative merger with AOL (TWX) (which the Yahoo troops still don’t seem to welcome).

But causing particular dismay was the image of Yahoo’s top execs high-fiving after Microsoft CEO Steve Ballmer walked away from the deal, an act reported in the New York Times this weekend after the deal was scotched.

“That was very telling, if it was true,” said one exec, who–like everyone–did not want to be named. “It shows a complete lack of connection to the balance of the company.”

And that was the nice quote!

Last night, Yang tried to placate employees a bit by posting an aptly named communication, “OK, so now what,” on Yahoo’s blog called (not so aptly) Yodel Anecdotal. He also took a slap at, presumably, Microsoft’s PR effort and the press coverage around the takeover attempt.

“By the way, I’m sure you’ve all read or watched the news about this. Frankly, there’s a lot of nonsense and misinformation in what’s being reported. Just so we are all clear, here’s what happened. The board took its mission very seriously. We clearly indicated to Microsoft that we were open to a transaction but only if it were on terms that fully recognized the value of Yahoo and was in the best interests of our stockholders.

“No one is celebrating about the outcome of these past three months… and no one should.”

So no high-fiving anymore, right? And, just so we are all clear, everyone at Yahoo I talked to sure isn’t celebrating.

So, here’s a sampling of the feelings, none of which were positive, even though BoomTown tried mightily to get someone to render a more sanguine spin on the proceedings:

“I am in shock.”

“I don’t know if we won or we lost. I think we lost.”

“I don’t love that it was Microsoft, but I think everyone thought $33 was a pretty good offer from a pretty good tech company.”

“Having to face my staff tomorrow will not be so much fun and I need some Prozac, since I don’t know what I can say to them about how our leadership is going to get our company going again.”

“Where’s the Jelly memo when you need it?”

“I can’t really talk to Jerry, since it is difficult to tell a founder tough things he probably needs to hear.”

And, “Do you think we need to do an intervention with Jerry and the board?”

I am not sure that would work, but most employees I talked to thought a new leader at the top of Yahoo would be a good idea to give employees a fresh start and a new outlook.

Suggestions ranged from former Yahoo COO Dan Rosensweig to former Viacom (VIA) CEO Tom Freston to former eBay (EBAY) CEO Meg Whitman (pictured here).

“Jerry could become chairman, Sue [Decker] could remain president and then someone who can really charge in and make drastic change could be CEO,” suggested one exec. “Do you think Meg Whitman would do it?”

Um, no. But, ironically, Whitman was almost Yahoo CEO in a potential merger between Yahoo and eBay that never happened in the late 1990s.

As they will also say someday about 2008’s stillborn takeover of Yahoo by Microsoft: Could’ve, would’ve, should’ve.

But didn’t.

Here’s a few video clips of Yahoo’s Jeff Weiner, executive vice president of its Network division, onstage at paidContent’s Economics of Social Media conference on Tuesday.

In the first, he egregiously ignores BoomTown’s subtle (as a hammer!) way of asking about the Microsoft (MSFT) situation.

In the second, Weiner talks about Yahoo’s (YHOO) social-networking strategy (translation: this is not yet another social network, because we–oops–neglected to build one people liked!).

In the third, he talks about Yahoo’s “White Hat” ad plans to allow consumers to someday pick their own ads.

And, finally, in the fourth clip, Weiner disses YouTube’s (GOOG) business model (or lack thereof).

Unfortunately not here, our back-and-forth about what kind of food Yahoo would serve if it were a restaurant–you had to be there–given its reputation for being all over the map. My suggestion: Everything.

But, personally, BoomTown really enjoyed Weiner’s wire-cutting performance in the Yahoo spoof video, called “All Hands, the Movie,” which Yahoo execs made and showed to its troops recently.

Weiner’s performance, which is at the start in a James-Bond-diffusing-the-bomb moment, is actually really good (and especially compared to other execs, like the golf sadist role for CEO Jerry Yang and the broom-wielding President Sue Decker).

Plus, finally–a really good use for his legendary “Miami Vice” stubble beard.

Here’s a link to Valleywag, which got a copy of the full (and quite clever) video, and a screen shot of Weiner below.

No news is bad news!

At least for those following the Microsoft-Yahoo takeover battle, since silence is maybe not so golden in this case.

Right now, even though Microsoft (MSFT) set a Saturday deadline for starting its proxy battle against Yahoo (YHOO), the waiting game continues as Yahoo hopes Microsoft will flinch and vice versa.

So, can a fun-packed weekend with the folksy Warren Buffett save the day?

In an unusual bit of timing, both Yahoo President Sue Decker and Microsoft Chairman Bill Gates will both be in Omaha starting Friday for the famous annual meeting of Berkshire Hathaway (BRK-A), which Buffett runs with his longtime partner Charlie Munger.

Decker came onto the board in 2007, while Gates–a close friend of Buffett’s–joined in 2004.

(Gates and Buffett pictured here together; Decker’s head shot here too.)

How awkward is that, since Microsoft CEO Steve Ballmer might be slapping Decker’s boss, Yahoo CEO Jerry Yang, all around Wall Street next week?

At least, the pair are sure to have fun in Nebraska.

Berkshire Hathaway’s annual meeting is a beloved ritual for its shareholders, who flock to worship Buffett every year at the Qwest Center in Omaha.

The festivities will begin on Friday evening, include a “Baja Beach Bash” on Saturday and finish up with dinner at Gorat’s Steakhouse on Sunday evening.

And perhaps Buffett, nicknamed the Oracle of Omaha, might be just the kind of power broker who can finally bring sensibility to the situation.

Celebrated as the world’s most successful investor, Buffett’s plain-talking advice about the stock market is widely quoted.

My personal favorite is “Only when the tide goes out do you discover who’s been swimming naked.”

But maybe this one is more apt, when talking about Yahoo and its value to Microsoft: “It’s far better to buy a wonderful company at a fair price than a fair company at a wonderful price.”

The question for Gates and company–Is Yahoo wonderful or is it fair?

And until Buffett can work his magic, here’s another unlikely pair–Debbie Harry and Kermit the Frog–singing about making nice in the classic, “Rainbow Connection.”

Finally, the rumble has moved from letters to numbers, as a major Yahoo shareholder, legendary portfolio manager Bill Miller of Legg Mason (LM), has publicly backed the Internet giant in its takeover tussle with Microsoft.

And exactly what does Miller–whose fund only holds Yahoo (YHOO) shares and not those of Microsoft (MSFT) too, as do many big shareholders of Yahoo–want?

Three guesses and the first two don’t count!

More money, of course, and no more thuggish threatening from Microsoft to drop the price.

Read more »

So, I was making the rounds again of my sources at Yahoo’s major institutional investors yesterday and here’s the overall 411: Frustration. Confusion. Impatience.

And the bottom line from several of them–if Yahoo does not wise up and start seriously kibitzing with Microsoft over its takeover bid sooner than later, than some investors have signaled to the company’s top execs that they would likely back Microsoft if a proxy fight came to pass.

I really don’t think such a battle should happen, of course, as such a fight seems like it would only benefit the party that the pair should be concentrating on fighting: Google.

But it is interesting that such disgruntlement is coming from institutional investors, who are usually exceedingly and excessively polite to the brass in companies they hold stakes in.

In fact, Yahoo execs are probably about to get a more painful earful from other kinds of Yahoo investors–specifically, arbitrageurs, fast-moving risk investors who try to to profit from share price inefficiencies in the market and who also hold big stakes in both Yahoo and Microsoft.

According to sources close to the situation on both sides, this week Yahoo execs, such as President Sue Decker, will be checking in with major arb investors–much as they did with institutional ones recently–to talk turkey.

And given arbs are not known for their diplomatic nature (let’s be honest, they are essentially the Olympic hecklers of Wall Street), I would imagine they will roast that turkey if they feel Yahoo is lollygagging and costing them bucks.

Whatever the message Yahoo gets, what was also interesting from my conversations with investors is that, although there is significant overlap in major investors of both Microsoft and Yahoo, several continue to indicate that they would not mind if Microsoft upped its bid a little bit to assuage Yahoo.

While some note it is probably unnecessary–even though the $31 a share offer is now actually worth $28.99 (according to Silicon Alley Insider’s magical Microsoft-Yahoo Bid Calculator, courtesy of Henry Blodget) because of the drop in Microsoft’s share price–some investors think such a move might be a coup de grace about now.

Why? Well, because some investors think it’s just time in this increasingly cloddish pas de deux, as it is clear there are few moves left to Yahoo, except to extract a better price from Microsoft.

They note that unsolicited takeover fights typically take about four months to run their course. We are now moving into month three now and not a lot has changed.

Of course, BoomTown has argued that there is no good reason that Microsoft should up its bid–after all, why bid against yourself, given the weakness of Yahoo alternatives, as I posited here?

As I wrote last week:

I was a bit perplexed at why Microsoft would top its own bid and raise its $31-per-share offer for Yahoo to $34 a share, as suggested by Citigroup analyst Mark Mahaney yesterday.

There seem to be no other rivals and not much has changed since the software giant made its unsolicited offer at the start of February, except for time passing.

Of course, the only reason to do so then is to get the deal done sooner than later and perhaps the number was a public message to Microsoft CEO Steve Ballmer of that fact (as I said before, I am sure there are plenty of private messages too).

And while I am in the camp that Yahoo, well run, is probably worth a whole lot more than even $34–although perhaps not the $40 that Yahoo claimed last week–it’s still a matter of actually getting Microsoft to pay it by bidding against itself.

(BoomTown reiterated its contention that Microsoft does not want to up its bid last night here and the Wall Street Journal wrote a piece today weighing in on the not-bidding-against-ourselves idea.)

Still, some investors think Microsoft might get quicker results if it did so.

And since Yahoo and Microsoft share a very similar slates of investors, there is really not much money actually being wasted, they argue–a kind of out-of-one-pocket-into-another thing for many investors, which is why they are probably advocating it.

So, it might not be such a bad idea to grease the wheels, said one investor: “This all could have been done at the start of this whole thing, but if it means a resolution, then that’s the most logical thing to do.”

As if logic has anything to do with it!

In fact, the real issue is probably emotion, or as one person I talked to close to the situation called it: “Founderitis.”

In other words, the emotional connection to the fate of the company is stronger than the current reality for people like Co-Founder and CEO Jerry Yang.

I am not sure that is exactly true, given Yang has always been perhaps the most ethical and steadfast of the Internet entrepreneurs I have ever met (and I have met them all).

In his heart, I believe he truly thinks he is doing what is right for shareholders, customers and employees.

But in further dragging out the time clock–which is apparently a classic defense move in the M&A game and was probably the right tactic for Yahoo initially–Yang risks more trouble, such as perhaps a letter urging a deal from major investors that gets made public, for example.

In addition, Microsoft has been unusually non-aggressive so far–which, let’s be honest, is not really in its aggressively aggressive nature.

In fact, its behavior has been almost Zen-like–despite rumors, I do not expect that they will release a new slate of directors for Yahoo until they absolutely have to, for example.

But just because it has has been patiently waiting for that clock to run down, does not mean it will not get out the brass knuckles.

It could do anything from lowering its bid to waging a nasty public fight to walking away. And it is clear that Yahoo stock is basement-bound in that event.

Of course, self-restraint is probably a tactic it will stick to, since Yahoo is its one big chance to actually give Google a run for its money.

Because many, including myself, believe that if the merger does not get done, as search share continues to decline for both Microsoft and Yahoo and increase for Google, it will increasingly be a case of a pair of pygmies taking on a giant.

The truth is for the Internet’s continued good health and innovative growth, because Google as the overwhelmingly dominant player is flatly dangerous for everyone (except Google, of course).

Perhaps it is–in a lesser way–how Microsoft was in the last era, especially given how open the Web has become, but such concentration of power is never good for consumers.

Thus, there needs to be a credible and significant counter to the market power of Google in all arenas–search, display and a range of other arenas.

And while it is not a given that Microsoft and Yahoo combined could pull that off, I think it is safe to say, there is no other combination–not Yahoo+AOL, not Yahoo+eBay, not Yahoo+News Corp.–that comes close to having a chance to do that.

Over the weekend, I wrote another post speculating that the all-quiet-in-the-Yahoo-front situation led me to the obvious determination that Microsoft and the Internet portal just had to be talking, at least furtively, even via pigeon-carried messages.

Whether or not such talks will take flight, we’ll all just have to wait and see.

Please see this disclosure related to me and Google.

Things have been quiet, very quiet at Yahoo (YHOO) and Microsoft (MSFT) this week, and that means one thing to me: A deal between the two has to be getting ever closer.

In fact, several sources within Yahoo tell me after a range of noisy internal activity by top brass–such as outlining plans for staff–has stopped, soon after Yahoo released its sunny-side-up growth plans recently (followed by investor displeasure at the underlying assumptions of blue skies ahead for the long-troubled portal).

And Microsoft has essentially gone radio silent. Said one source there: “We are being patient and open to listening.”

A raise in price is the most mentioned option, from $34 to $36 a share, but other things that could happen include everything from upping the cash versus stock ratio, to larding up retention packages to key Yahoo employees to giving Yahoo more independence as part of a deal.

But actually, if you really analyze what a post-Yahoo/Microsoft world would look like if the companies merged, Yahoo could and probably should remain a lot more independent and in control than it might appear.

While anything could happen (AOL? As Time Warner’s (TWX) stock declines, that’s a hard one), let’s do the quick walk-through anyway of what parts of such a landscape would look like, by trying to figure out which side–Microsoft or Yahoo–would essentially control the field in each key area of the NewCo, or at least the digital part of the union.

Communications, community, connectivity: It’s easy to see that Yahoo should run the show here, due to their obviously more robust and better designed set of tools to communicate and connect on the Web. The heart of its offering is email and related chat and other software.

Here, Yahoo has the potential to excel even more, with its recent acquisition of companies like Zimbra, as well we amazing and woefully under-leveraged assets like Flickr and del.ici.ous.

And while Yahoo has fumbled its many entries into social networking, Microsoft’s large investment in Facebook could give Yahoo back the opportunity it lost when it did not buy the hot social networking site when it had the chance. Imagine Facebook becoming Yahoo’s social networking partner, and Yahoo channeling all its users to Facebook.

Here, compared to weaker Microsoft execs, Yahoo’s Brad Garlinghouse is the obvious leader in this arena.

Technology: While this represents a wide swath cutting throughout the various services, Microsoft obviously has the upper hand here and that’s a good thing for Yahoo. While it has some top-notch tech talent, Yahoo obviously does not dominate in this arena, as it easily does in the more consumer-facing areas.

Let’s be honest–Yahoo is not and never has been a technology company. It is and always has been a new media and communications company that heavily uses technology.

So why not offload tech innovation and heavy lifting onto a company with technology at its heart like Microsoft, which is the only legitimate major competitor to Google (GOOG) and the only one with the kind of money and muscle to take it on.

In this regard, while Yahoo has a number of able tech execs, everything from ad and search technology to all kinds of tech operations should roll up within Microsoft’s leadership.

Media: Hands down, Yahoo. Since it first started MSN back in the mid-1990s, Microsoft has not created one compelling Web property that truly has captured the imagination of consumers.

I remember UnderWire and Mungo Park, even if no one else ever will, and none of it was pretty.

In contrast, Yahoo has dominated so many categories and continues to really shine (In fact, its new women’s site launching soon is called Shine).

Anchored by major sites like Autos, Finance and News, for example, Yahoo also has managed recently to put up a very strong celebrity site called OMG in the face of stiff competition.

For all its history, right down to today, even with all these dumb widgets competing for users’ attention, Yahoo continues to natively understand how to to entertain, inform and serve up their own and others content to consumers.

And while it remains weak in its video offerings (it will never, ever catch Google’s YouTube), Yahoo still is the best option for distribution by major media companies, which have been making efforts of their own–like the Hulu.com video portal by NBC Universal and News Corp. (NWS)

Thus Media head Scott Moore, a former Microsoft exec, in fact, would be the choice here.

Advertising: This is a tricky one, given Yahoo has the strongest staff in terms of the critical area of online display advertising, which is one of the best parts of this deal for Microsoft.

But it is clear the leaders in this part of the business will be from Microsoft, with executives like Brian McAndrews and Kevin Johnson. But it is clear that just below them, Yahoo has the real strength here.

I would imagine Microsoft, for example, would be smart to keep a well-liked exec like Yahoo’s ad chief Hilary Schneider and those below her right where they are, as they are far more experienced.

As I wrote above, this does not mean that Yahoo should run the technology behind all this, although I am told that its improvements in its display product that has been dubbed Project Apex are promising.

Leadership: This, of course, is the billion-dollar question. Who will lead the digital unit of the merged entity? I am guessing all the top execs at Yahoo would be gone quickly in a deal, although there is a bold move for Microsoft to make.

And that is: Put Yahoo Co-Founder and CEO Jerry Yang on its board and make President Sue Decker the head of Yahoo at Microsoft.

A longshot, of course, but it could happen.

Please see this disclosure related to me and Google.

So, no surprise, according to multiple sources I talked to yesterday, the roadshow by top Yahoo execs–CEO and Co-Founder Jerry Yang, President Sue Decker and CFO Blake Jorgensen–to tout the new growth plan the company unveiled last week was not such a hit with shareholders.

While the group met with polite audiences, most investors I talked to were unenthusiastic about the plan and dubious that Yahoo’s blue-sky hopes would come through. “I think we wanted to give Jerry a hearing, but mostly to save face,” said one investor, in a sentiment that was typical.

What Yahoo (YHOO) was selling, of course, has been a plea for time from shareholders and a way to signal Microsoft (MSFT)–which made an unsolicited bid for the company in the beginning of February–that a price rise was needed to complete the deal. In addition, so far, no alternative offers have panned out.

Thus, last week, Yahoo released information about its future prognosis, saying there would be no surprises for 2008 off guidance, strong gains in revenue and cash flow for 2009 and 2010 and a resulting share price closer to $40, $9 above the original $31 a share–the cash-and-stock offer is actually now worth about $29.50–offered by Microsoft. (See chart.)

Interesting, Microsoft has been unusually silent on Yahoo’s growth predictions, which to me signals: Unimpressed, not inclined to raise its price and increasingly bored waiting for the inevitable call to negotiate.

But that call, I think, will now have to happen–even though I would bet my precious “Beverly Hills 90210″ pilot episode DVD (seen here!) that Microsoft’s Morgan Stanley (MS) bankers and Yahoo’s Goldman Sachs (GS) bankers have been secretly communicating for a while now.

(Morgan to Goldman: “Ignore what the left hand is doing–it will stop gesticulating wildly soon and we can begin bargaining and collect our big fat fees!”)

So do others: “I now give it 14 days,” said one person who has experience in merger back-and-forth Kabuki dances. “There are no more moves to delay this, although you have to give Yahoo credit for its efforts.”

Extra credit even! But is that all there is?

Some at Yahoo do not agree. One person close to the company noted that Yahoo’s situation is like that of financial software maker Intuit (INTU), which was not bought by the software giant in 1994.

“Remember what happened to their deal with Microsoft?” said the person.

Actually, I do. After a lot of behind-the-scenes pressure from Microsoft, Intuit Founder and CEO Scott Cook struck a deal with Microsoft’s Bill Gates in which the company got a 40% premium, or $1.5 billion in Microsoft stock.

That deal was only scuttled, when the Justice Department stepped in and threatened to file suit to stop the union.

Thus, Yahoo’s only hope is the Justice Department, defanged under the Bush administration and with the existence of a major online rival like Google (GOOG) to point to as competition?

It could happen, I guess. But, I would have to say: Count me dubious.

Please see this disclosure related to me and Google.

After BoomTown broke the news yesterday that top Google exec Sheryl Sandberg was tapped by Facebook Founder Mark Zuckerberg to be COO of the hot social-networking company, I talked with her and got the usual blah-blah quotes about scaling and growing operations and building a platform and how she wasn’t leaving Google as much as “going to an opportunity.”

But, as loyal readers will find out in the weeks and months ahead, she is sure to make for a much more lively new character in our ongoing and near-obsessive coverage of the Facebook saga, which we at BoomTown HQ like to call “As the SuperPoke Turns.”

It is certainly an interesting bet for Sandberg to make the move from the powerful Google (GOOG) to the upstart Facebook. And whether she wins or loses, it will be fascinating to watch.

But fried as she was late last night when we talked after the big announcement was finally made and deserving of a break, BoomTown will bring you a sassier sit-down with Sandberg after she clears out of the Googleplex Friday after six years (wherein all her rights to unlimited visits to the organic soba latte barista and shiatsu massage therapist will be suspended tout de suite!).

So until then, here are some sizzling tidbits about Sandberg (pictured here, with those soon-to-vanish colored Google exercise balls) to chew on:

The 2007 holiday party where Sandberg met Zuckerberg for the first time was thrown by former Yahoo president and COO Dan Rosensweig, who is close to both (apparently, BoomTown’s invite, where I could have witnessed this historic meeting, was lost in the mail!). Interestingly, Rosensweig himself was someone Zuckerberg probably considered bringing into Facebook.

One plus for the socially awkward Zuckerberg is that Sandberg–who spent her formative years swimming in the shark-infested waters of Washington, D.C., as chief of staff to Treasury Secretary Larry Summers during the Clinton administration–has struck a lot of friendships around the Valley. That includes Google rival Yahoo (YHOO), where her husband David Goldberg once headed up the music efforts. Yahoo President Sue Decker is a good friend, for example.

Sandberg even seems to make nice with VCs (she has to, as her husband is now an entrepreneur-in-residence at Benchmark Partners). According to Facebook board member and major investor Jim Breyer of Accel, for example: “I met her in 2001 at the U2 Concert in San Jose. Bono called her name out in front of the whole crowd thanking her for the work she had done with Larry Summers. We (including Bono) all went out for drinks afterwards. Little did I know that it would be a 23-year-old entrepreneur who would finally allow me to recruit her.”

Ah, the sweet ironies of the Valley!

Speaking of which, here’s a video I did in June, with a longish chat with the then-pregnant Sandberg at the start, where we talk about the status of women–or lack thereof–in Silicon Valley.

The occasion was one of Sandberg’s regular gatherings, which she organizes at her home in Atherton, Calif., and which she calls “Women of Silicon Valley.” (Alternatively, BoomTown has dubbed them “ladyfests.”)

The events feature a wide range of speakers, talking to a broad swath of typically high-ranking women technology executives from Internet, software and hardware companies, as well as from other walks of life, about a range of issues. This one was with political pundit and Web diva Arianna Huffington.

Please see this disclosure related to me and Google.

While I usually give top executives at Yahoo (YHOO) a hard time about their unusually opaque memos and statements that typically say exactly nothing, I liked that clarity in a blog post by President Sue Decker on Yahoo’s Yodel Anecdotal about the appearance she made with CEO Jerry Yang at the Interactive Advertising Bureau’s annual meeting on Monday.

“The challenge is that advertisers and publishers are forced to deal with disparate systems and multiple platforms for buying search, display, video and local ads. That in itself is an inhibitor to achieving that growth,” wrote Decker (well, I hope she wrote it!) “We want to eliminate all the friction and complexity that advertisers, publishers, agencies and exchanges deal with so they can focus on reaching the right audiences and driving greater monetization. … Our approach is as different to current advertising platforms as the DVR was to VCRs.”

I know some at IAB thought Yang and Decker were not specific or substantive enough (and I was not there in person, so I cannot say if their performance was weak or not). But I thought Decker clearly articulated in the blog post the benefit of a strong Yahoo in the online display ad market, which it dominates and where it can push for standards and practices.

And the metaphoric comparison she made was a great one, although there are probably fewer and fewer people who remember what a pain videotapes can be.

Still, it must be said: More Sue Decker out of the cone of silence might be a good thing for Yahoo.

gal·va·nize [gal-vuh-nahyz]
–verb (used with object), -nized, -niz·ing.
1. to stimulate by or as if by a galvanic current.
2. Medicine/Medical. to stimulate or treat (muscles or nerves) with induced direct current (distinguished from faradize).
3. to startle into sudden activity; stimulate.
4. to coat (metal, esp. iron or steel) with zinc.
Also, especially British, gal·va·nise.

[Origin: 1795–1805; < F galvaniser, named after Luigi Galvani; see -ize]

Oh, my.

A pail?

That’s the exact image I got when I heard the unusual word Yahoo (YHOO) CEO Jerry Yang used when he decided to finally emerge from the cone of silence (where, let’s be clear, he has been living for the last year) and make a public declaration about the unsolicited bid Microsoft (MSFT) had made for the company he co-founded.

“Obviously I think we can’t say a whole lot about the process we’re going through. Everybody has read about everything we’re doing, so there’s not much more to add,” said Yang in a Q&A session after a keynote speech he gave yesterday at the Interactive Advertising Bureau’s yearly meeting.

Noting he wanted to make sure that “where Yahoo goes is the right place” for everyone involved and standing by the company’s assertion that the Microsoft offer was too low, Yang characterized the takeover attempt as “a galvanizing event for all of us at Yahoo.”

Yang was echoed almost exactly at the IAB event by Yahoo President Sue Decker, who said the Microsoft bid was a “galvanizing force and a catalyst.”

Obviously, teams of strategic advisers were up all night chugging Red Bull to come up with this particular word to trot out for the official talking points memo. (One has to wonder what the No. 2 word was–Stomach-churning? Migraine-inducing? Panic-attack-creating?)

Of course, if they had actually checked the definition, like the one above, one might have imagined they would have thought twice about using it.

Because, leaving aside No. 1, No. 2 and, most especially, No. 4 (ouch!), No. 3 is not exactly what I would imagine Yahoo shareholders and employees want to think of the company’s leaders.

That is, being startled into sudden activity. Other definitions are similar, but they all have to do with reacting as if stimulated by an electric shock (Merriam-Webster), instead of acting without that kind of painful prodding.

Of course, you might think continually declining search-market share over the last year might have zapped Yahoo execs.

Or quarter after quarter of flat earnings.

Or the stock price drifting downward to dangerous levels.

Or all those departing execs and deepening morale problems.

Or, of course, that sticky peanut butter memo that, in hindsight, outlined the problems at Yahoo pretty clearly.

But, of course, it did actually take the attack from Microsoft to spur this recent spate of frantic activity from Yahoo, whether it be kibitzing with Google about outsourcing search (now obviously a nonstarter) or talking to companies like News Corp. (owner of Dow Jones and All Things Digital) about possible merger combinations (which all sound painfully complex) or focusing on new product innovations (like a new Digg competitor called Buzz, which we will feature on this site).

One also imagines other ideas being cooked up, such as a significant acquisition.

For example, I would not be surprised if Yahoo was taking a long look at the for-sale-sort-of social-networking site Bebo, which–if it does get snapped up soon, instead of raising funds–will likely get picked up by a media company like Viacom or CBS.

Well, it is nice to see such energy out of Sunnyvale at long last, even though most agree that it is only a matter of time before Microsoft prevails in its aggressive quest to own Yahoo.

And while Microsoft execs have recently promised to protect the Yahoo brand and keep its significant presence in Silicon Valley intact, all the galvanizing in the world will not mask the truth.

And that is: The idea of an independent Yahoo, which is still a laudable one, is probably about to kick the bucket.

Maybe a galvanized bucket, but a bucket nonetheless.

In the meantime, here’s the Chemical Brothers’ 2005 terrifically energetic hit, “Galvanize,” which might provide some inspiration to Yang and the Yahoo board as they move to their inevitable decision.

Please see this disclosure related to me and Google.

One of the more unusual situations in the current stand-off between Yahoo and Microsoft is the stress it has likely put on the longtime professional relationship and personal friendship between Yahoo President Sue Decker (pictured here) and Blackstone Group’s Jill Greenthal.

That’s because Greenthal (pictured here) is advising Microsoft on this deal, along with Chuck Cory and Paul Taubman of Morgan Stanley (who was actually Time Warner’s banker in its disastrous AOL deal).

Yahoo is being repped by Goldman Sachs, Lehman Brothers and Moelis & Company, an advisory boutique. All the firms on both sides stand to reap hundreds of millions in fees, if the deal is consummated.

Greenthal is a good pick for Microsoft to get the job done. She has a long-time knowledge of Yahoo, having worked with the company when she was at the Credit Suisse Group on the $1.45 billion purchase of Overture, one of Yahoo’s smarter purchases.

And her ties to Decker go back even further, when Greenthal was a banker at Donaldson, Lufkin & Jenrette. The pair worked together frequently at DLJ, where Decker was an analyst and research director before heading to Yahoo.

Back in 2003, in a BusinessWeek profile of Decker, Greenthal noted about Decker’s tenure at DLJ: “[Executives] didn’t always like her opinions of their company or industry, but they respected her.”

A source in Silicon Valley who knows both Decker and Greenthal said that the two have avoided speaking since the unsolicited Microsoft bid was launched by Microsoft CEO Steve Ballmer in an evening phone call to Yahoo CEO and Co-Founder Jerry Yang two weeks ago.

But one might also imagine their bond could also become a critical bridge in bringing the companies to finally make a deal, as many big shareholders are urging and Yahoo has been resisting.

With this bold gesture to reject the $44.6 billion offer from Microsoft, Yahoo will need more than hope for a happy ending, because there is a very scary downside to this plucky show of courage.

That’s because Microsoft–well known for its pathological aggression–has already shown in its initial hostile move last week that it is more than willing to play hardball. In fact, very, very, very hard.

And this slap, most especially because Microsoft thinks that Google is standing right behind Yahoo in the fight, will surely send Microsoft CEO Steve Ballmer into a corporate rage, if not a real one.

It is made worse because Microsoft’s paranoia is quite legitimate. Google’s top brass has actually been meeting with Yahoo execs this past week to help formulate a plan to help Yahoo and, of course, itself, by figuring out a lucrative outsourcing deal that will not attract too much ire of regulators due to Google’s dominance of the search market.

But Yahoo is going to need a lot more than Google if it really wants to stay independent, as I believe it actually does. While some will call this a negotiating tactic to get Microsoft to give it a few more dollars above its $31 a share offer, it is not simply that.

Yahoo’s top execs and now its board are making a swing-for-the-fences effort to keep it out of Microsoft’s hands.

To do that, though, Yahoo needs to show its shareholders that it has a long-term and viable plan to revive itself and, more importantly, has the management abilities to execute that plan.

So far, when times were not as dire, it has not, and claiming emergency conditions should be no excuse for how Yahoo has gotten itself into this sorry situation.

In fact, shareholders are going to be pretty angry if the shares of Yahoo drop precipitously due to this move–and they will–given that they got a $10 bump due to the bid, up from historic lows last week after Yang announced weak earnings last week.

In fact, the stock could dip even lower and force the company to perform or risk putting itself in an even worse competitive situation.

Of course, many Yahoo employees are going to be thrilled with this show of strength. This past week, many had told me the big problem with Yahoo was that its leadership did not inspire them enough with visionary goals of big wins.

“They are so plodding, it creates no excitement to work for anything great,” said one employee to me, expressing a common sentiment. “So you just work 9-to-5 and collect your salary.”

Well, sticking it to Microsoft should certainly crank the excitement factor up to the max.

Because, as cynical as Wall Street can be, let me reiterate: This is not simply a negotiating ploy by Yahoo.

Even though, by floating the $40 number to a reporter from The Wall Street Journal in what was clearly a calculated leak, Yahoo is acknowledging that it has a price (don’t we all?), I think Yahoo CEO Jerry Yang is not one to take lightly the idea of playing chicken with the powerful Microsoft with the company he obviously loves.

So I think this is much more than showy boardroom tap-dancing for the seats in the back–it is much, much more complicated than that.

In fact, one top exec was meeting with Yang and President Sue Decker last week and noted to me: “They were being careful about what they could say about the Microsoft bid, but all the body language communicated to me that they were going to give up the company to Microsoft over their dead bodies.”

Well, let’s hope not.

Please see this disclosure related to me and Google.

It’s starting to feel like a murder mystery over at Yahoo these days, as one vice president after another drops off the senior management rolls at the Internet giant.

Next to go are VP of Media Engineering Bharath Kadaba and the higher profile Rachel Glaser, a senior vice president of operations finance. (Both are pictured here.)

It is not clear when either will leave, although a Yahoo spokesperson said Glaser would indeed be leaving “in [20]08.” Sources said that would likely be sooner than later.

Was it Yahoo CEO Jerry Yang in the conference room with a knife? Or was it President Sue Decker in the cafeteria with a rope?

Whoever it was and for a variety of reasons (some jumping, some being pushed), there have been yet another passel of high-level executive departures of late–such as Vice President and Editor in Chief of Yahoo News, Finance and Sports Neil Budde, Marketing VP David Riemer and VP Jennifer Dulski, who headed shopping, travel, autos, real estate and local.

“They’re not saying it explicitly, but there just have been too many chiefs and not enough Indians,” said one person close to Yahoo. “This is a continuing acknowledgment of that by this effort at streamlining the executive ranks.”

Read more »

Yesterday, Facebook Founder and CEO Mark Zuckerberg posted a major mea culpa blog post about the controversy around its Beacon ad product, which can track your purchases on some external sites and send the information back to your profile’s news feed.

As usual, BoomTown asked for the obligatory on-the-record interview with Zuckerberg (pictured above), but he still has not invited us over to get social at his social-networking HQ in Palo Alto, Calif. So while we’re waiting by the phone, we need to get busy.

Thus, we continue our thankless quest to decode all memos from Internet moguls (BoomTown speaks fluent Web 2.0 double talk).

(In October, we did this for Randy Falco’s memo about the AOL layoffs. And, back in late August, we also translated a memo from Yahoo President Sue Decker about its reorganization of management.)

So here’s my take on Mark’s take:

Mark wrote: Thoughts on Beacon

Translation: Facebook PR head Brandee Barker’s thoughts on Beacon, so Valleywag’s Owen Thomas will stop pestering her.

Mark wrote: About a month ago, we released a new feature called Beacon to try to help people share information with their friends about things they do on the Web. We’ve made a lot of mistakes building this feature, but we’ve made even more with how we’ve handled them. We simply did a bad job with this release, and I apologize for it. While I am disappointed with our mistakes, we appreciate all the feedback we have received from our users. I’d like to discuss what we have learned and how we have improved Beacon.

Translation: I thought I was the CEO…b#*t#*, as my business card used to read, but it turns out maybe not so much. I would surely like to zombie-bite those annoying reporters, the whiny privacy advocates and those cut-and-run advertisers, who obviously don’t understand my $15 billion worth of genius. I wonder if I could find a way to blame the Winklevosses, who have the audacity to sue me for stealing their original social networking idea at Harvard!

Mark wrote: When we first thought of Beacon, our goal was to build a simple product to let people share information across sites with their friends. It had to be lightweight so it wouldn’t get in people’s way a