While Internet companies such as Google use baked goods as names for their key strategic initiatives–recent ones related to its Android mobile operating system were called Donut and Eclair, for example–aggressive media giant News Corp. is definitely not going for sweetness in its unusual selection of a code name for its high-profile digital content effort.

That would be Project Alesia, a moniker that comes from a vicious siege from ancient times widely considered to be one of the more decisive battles in history.

And that is apparently what top News Corp. (NWS) execs think is the best way to describe their plans for stopping the decimation of premium content in the digital age and transforming their business to take advantage of new means of distribution, according to numerous sources BoomTown spoke to this week about the unusual name.

“It takes a lot of determination to succeed in what is one of the biggest challenges newspaper and all media has ever faced,” explained one source. “So, the real path to success will require ingenuity and staying on course over time…which was critical to that military victory.”

Interestingly, said several sources, the Project Alesia name was picked by James Murdoch, chairman and CEO of Europe and Asia for News Corp.

Widely considered the heir apparent to his father, News Corp. Chairman and CEO Rupert Murdoch, James Murdoch is apparently a dedicated reader and student of Roman history.

But it has actually been the elder Murdoch who has been cast as the obvious general so far, conducting a recent series of public verbal attacks on Internet targets, especially Google (GOOG).

He has accused the search giant of “stealing” content, for example, while other News Corp. execs have echoed his gibes in various high-profile forums.

But James Murdoch has been a key player behind the scenes in the digital strategy, several sources said, an effort that also includes News Corp. Chief Digital Officer Jon Miller and Dow Jones CEO Les Hinton.

(Full disclosure: News Corp. unit Dow Jones owns this site.)

Of this top group, it is James Murdoch–who has slowly been emerging as a more high-profile player, especially internationally–who found inspiration in the past.

To understand why, you’ll first need a short and truncated history lesson, which I culled from a variety of sources online and off:

Taking place in September 52 BC in what is now France, the Siege of Alesia (also referred to as the Battle of Alesia) pitted Rome’s famed leader, Julius Caesar, against the Gallic tribes under the unified command of Vercingétorix of Averni.

More important–besides being cited as one of the best uses of siege warfare and “circumvallation” (see more about this below)–the battle of Alesia is considered a turning point in the bitter wars conducted by the Roman Republic to tame the Gauls, who had finally united as a single force in opposition to the Roman invasion.

The hard-fought win–in a battle where the Roman army was outnumbered five-to-one, outside a hilltop fort in Alesia–is often credited with reinvigorating Rome’s power over Gaul. After the loss, Gaul became a province of the Roman empire and was pretty much subdued for the next 500 years.

Alesia is often cited as one of Caesar’s greatest military victories and the fallout from it later led to his ascension to ultimate power in Rome (which was soon followed by his infamous assassination).

That’s not the ultimate end News Corp. is envisioning, of course, sticking with Alesia’s main themes of “perseverance” and innovation, said several people with knowledge of the digital content efforts.

And, no surprise, in the digital battles between traditional media and interlopers from the Web, guess who has been cast as noble Caesar and who plays the role of marauding heathens?

You know, the ones who even cast their women and children out of the fort into the middle of the siege when food started to run out? That would apparently be the Googlers of Silicon Valley, although if it were them, the food would be organic!

Not all comparisons are the same, said a source. For example, consider circumvallation, which is essentially the building of a series of encircling fortified walls around the enemy. Contravallation is also also part of the strategy, to protect from attacks by enemy reinforcements attacking from the outside.

One could easily imagine that this means creating pay walls around premium content or de-indexing it from search sites like Google, both of which News Corp. has publicly talked about doing.

Not so!

“Traditional media companies are interested in investing in innovation too, so the idea of just putting up walls around content is a red herring,” said the source. “The idea is to find new ways of distributing media that also makes money, because why should journalism in [digital] ones and zeros be any different?”

Of course, with new stats showing sites like Google News and Yahoo (YHOO) News as the place consumers are going to get more and more of their news, that is a big issue in a longer fight, which will grind on for a very long time and well before any side can ever declare victory.

And here is a clip from a 2001 movie, “Vercingétorix,” about the Siege of Alesia, not made by News Corp.’s 20th Century Fox Hollywood studio, starring that actor dude from “Highlander” (aka my fave movie of all time). It does not end well for Google, oops, the Gauls:

[The 1899 painting at the top is by Lionel-Noël Royer.]

If spinning is an intense political skill, former eBay CEO Meg Whitman is doing her very best at trying to create a silk purse out of a sow’s ear.

As Om Malik reports on GigaOm, Whitman–who is trying to nab the Republican gubernatorial nomination in California–told a radio interviewer recently that “actually I think Skype will prove to be a good acquisition for eBay.”

Well, good if you mean the $2.6 billion purchase of the Internet telephony company that never worked as Whitman had effusively promised in 2005.

She noted then: “By combining the two leading e-commerce franchises, eBay and PayPal, with the leader in Internet voice communications, we will create an extraordinarily powerful environment for business on the Net.”

That fabulous-sounding synergy did not happen, of course, eventually causing new eBay (EBAY) management to sell a huge chunk of Skype to an investor group.

Best of all, that sale included an ugly and expensive legal fight over software technology licensing issues with its co-founders, Niklas Zennström and Janus Friis, given that Whitman neglected in the competitive bidding to secure them properly.

That resulted in Zennström and Friis forcing eBay to include them just last week in the deal for a big chunk of Skype in exchange for those rights.

As the sick political joke goes: Other than that, Mrs. Lincoln, how was the play?

Nonetheless, Whitman has not let the facts get in the way of a good story!

She kind of had to, I guess, responding to an allegation by one of her rivals in the race, tech entrepreneur Steve Poizner, who has tried to chip away at her blue-chip business reputation by attacking the Skype deal.

Whitman was right to defend a lot of other great acquisitions she made as leader at eBay, such as PayPal; and she can be, as she said in the interview, “proud of my tenure at eBay.”

She should be, given that she was key to building a huge and profitable company that is a clear Silicon Valley Internet icon. While eBay did start to creak near the end of her decade-long stint there, many of Whitman’s accomplishments are nonetheless impressive.

But not all of them and definitely not the Skype buy, so she might want to stop making laughable declarations like this one in the interview:

“You probably read that the company just sold about two-thirds of the interest in Skype to an investor group, kept a portion, and got almost all the money back, and I think Skype will be very effective.”

Well, maybe so, but only because new management had to do clean-up and pay-up for her error, and new owners in charge of Skype could possibly better take advantage of what most consider a terrific property.

So, in the end, Whitman might be right.

And it might not even matter. In a recent poll, Whitman has pulled far ahead of ex-Congressman Tom Campbell, with 34 percent support from Republican primary voters compared to 13 percent for Campbell. Poizner clocks in third at six percent.

Carl Icahn, the activist billionaire investor who made such a noisy fuss in his quest to force management and other changes at Yahoo, is taking a much quieter leave from the Internet giant’s board.

He apparently has told the Yahoo (YHOO) board that “there was not a need at this time for an activist investor” and that he has a lot of other companies he invests in to focus on.

That’s true, of course, given a spate of troubled investments that Icahn is dealing with.

But here’s BoomTown’s quickie analysis: Yahoo CEO Carol Bartz completely ignores him.

In fact, Bartz often has gone out of her way to take little gibes at Icahn since she got the top job in January, whether it’s to say he called her too much or that he could try to fire her if he did not like the job she was doing.

For example, she just dissed him publicly in a piece in Forbes, tossing off a saucy insult:

“Icahn is just another shareholder. What’s he going to do, fire me?”

But Yahoo was cordial to Icahn as he departed, even if a lot of people at the company who had battled him were likely thinking: “Don’t let the door hit you on the way out!”

“Carl has been an important member of our Board and has helped us through some significant transitions,” said the Yahoo statement. We are all grateful for his active role shaping the future of Yahoo! and wish him well in all his endeavors.”

Icahn in the second board member to leave under Bartz’s tenure.

Frontier Communications (FTR) CEO Maggie Wilderotter announced in late September that she was stepping down from the board by year’s end.

It will be interesting to see who–if anyone–will comes on board as a director and, of course, if there are more departures. After the departures of Wilderotter and Icahn, there will be 10 directors.

(Here is BoomTown’s No. 1 pick still in that regard.)

In taking his leave, Icahn praised the recent search and online advertising deal Bartz struck with Microsoft (MSFT), noting that it will “provide great long-term benefits, the potential of which many still do not understand.”

Nice final toss to try to spike the stock, Carl! But the MicroHoo deal, which has yet to be approved by regulators, was likely cold comfort for him.

Icahn sank large sums of money in Yahoo with hopes of a big score via the hostile takeover attempt by Microsoft at a price upward of $30 a share.

After that deal tanked, Icahn has seen his stake decline in value.

He sold 16 percent of his Yahoo shares in late August, leaving him with a 4.5 percent stake, or about 63 million shares.

It is also not clear today if Icahn intends to unload more of the stock.

In 2008, he couldn’t buy enough, scooping up the stock at much higher prices.

After mounting a proxy fight–including the lobbing of a series of poison-pen letters–against former CEO and co-founder Jerry Yang and his management team, Icahn got board seats for himself and two others (John Chapple and Frank Biondi) in July of 2008.

As Digital Daily’s John Paczkowski put it perfectly then:

“Having so persuasively argued that Carl Icahn is a doddering Luddite with no articulated plan for Yahoo other than the company’s sale to Microsoft, Yahoo has taken the logical next step and appointed the activist shareholder to its board of directors.”

At the time of the fighting, Yahoo used a quote from Icahn to insult him: “It’s hard to understand these technology companies.”

In a way, that is a pretty accurate description of Icahn’s long wrangle with the Silicon Valley icon.

And, while some might not agree with my take, this is the way the Yahoo world ends for Icahn: Full of sound and fury, signifying nothing.

Here is Icahn’s entire letter to the Yahoo board:

To the Yahoo! Board of Directors:

I am hereby tendering my resignation as a director of Yahoo! to take effect immediately.

When I joined the Board, the company was in a state of turmoil. In the period since then, we have all worked together to achieve much for the Company, most notably bringing Carol on to be the CEO and then consummating the search deal with Microsoft. I am proud to have played a role in both these decisions. Carol is doing a great job and I believe the Microsoft transaction will provide great long term benefits, the potential of which many still do not understand.

I don’t believe that it is necessary at this time to have an activist on the Board of Yahoo! and currently, my attention is focused on other matters. As a result, I do not presently have the time that is necessary to devote to the business and affairs of Yahoo! required if a board member is to fulfill his fiduciary duties to the shareholders

Again, I want to thank the members of the Board for acting so responsibly during my tenure. I look forward to maintaining my relationship with each of you.

Sincerely,

Carl Icahn

Oh my. Oh my. There is almost nothing BoomTown can say about a rumble that was captured on an Apple (AAPL) iPhone on a San Francisco Muni bus.

A fight between two women escalates over some kind of seat issue and it is sure to become an Internet sensation.

Appalling, but there is very little that will go on anywhere without being uploaded and viewed, good or bad–probably to YouTube, the Google (GOOG) unit, which has a new logo, seen above, advertising that fact.

(Funny aside, the file name for a photo of the logo is: logo_holy_crap_1bn_a_day-vfl124472.png.)

With so many videos online, not all of them are going to be pretty.

Here’s proof of that, along with the much nicer Tony Bennett and hula dancers mash-up version of our City by the Bay below it:

Unlike the gripping back and forth of the fight over Yahoogle last year, the approval process for the search and online advertising partnership of Microsoft and Yahoo is chugging along slowly but surely as the Justice Department has deepened its investigation by reaching out to a broad range of publishers, advertisers, public interest groups and rivals for comment recently.

A month ago, the government agency lobbed in a “second request” for information about the deal the pair struck earlier this summer.

This kind of regulatory review is typical in deals of this magnitude.

But so far, there is no significant external challenge to the MicroHoo deal, even–according to many sources BoomTown has interviewed over the last week–from Google, the likeliest company to try to scuttle or, at the very least, slow down the deal.

“Is it worth fighting a big fight over?” asked one person close to the thinking of Google (GOOG). “Not really.”

Said another source, surveying the state of play: “It’s eh, kind of inevitable and not that interesting on a lot of levels.”

While none of the key constituencies wanted to comment or make predictions about the outcome of the regulatory scrutiny, most seem to agree that MicroHoo is more likely to be approved than not.

At the time the partnership was announced in July, execs at both Microsoft (MSFT) and Yahoo (YHOO) said a lot of investigation was likely from Justice, although they said they were also confident that it would be allowed go through by year’s end.

So far, several sources said, the key issue raised by the Justice Department has been whether the argument Microsoft and Yahoo are making–that they need scale to compete with Google–is valid or not.

Currently, Google has just under 70 percent of the search market in the U.S., while Microsoft and Yahoo together have about 28 percent.

Google has been arguing that huge scale is not necessary to be successful in the search ad market, although its execs have often said bigger is better when it comes to natural search and in spurring more clicks on ads.

Meanwhile, Microsoft and Yahoo have said they need all the firepower they can muster together to battle Google’s hegemony.

In a related concern, some regulators are worried–as they were when Google and Yahoo were trying to get approval for a similar deal last year–that any hookup of big players in the market will effectively take Yahoo out of the search business.

“With only three big players, going to two is not desirable to the government,” said one source. “Yahoo has to reassure everyone that it is focused on a sustainable business model beyond search.”

In a blog post yesterday, in fact, Yahoo said it was committed to search innovation.

In any case, most expect another month of investigation at least, although the lack of any loud voice in opposition could shorten that time frame.

And, added some sources, unlike with Yahoogle, there is not likely to be any kind of Congressional hearing on the deal.

Nonetheless, Microsoft, Yahoo and Google remain concerned that deals like this will lead to more focus on privacy issues, specifically around behavioral targeting.

That would be more a matter for legislators or the Federal Trade Commission and would probably come well after the deal is cleared and as part of a bigger topic.

Rep. Rick Boucher (D., Va.), who chairs the Subcommittee on Communications, Technology and the Internet, said he will consider consumer privacy legislation this fall.

Boucher led hearings on the subject this summer, and there might be more, especially as Web companies garner a lot of personal information from consumers with little oversight of what they do with those data.

If Boucher does call for hearings, he might want to replay this particularly boneheaded (but funny!) video from Yahoo’s U.K. ad staff, which classifies various Yahoo customer types–such as “disco-dancing heart surgeons from Nantwich”–as farm animals:

Please see this disclosure related to me and Google.

BoomTown just got an interesting memo that Yahoo CMO Elisa Steele sent out to her staff immediately in the wake of the deal for Microsoft to take over Yahoo’s search technology business two weeks ago.

I render it unto you, dear readers, since it shows just how intent the top managers of Yahoo (YHOO) are, especially internally, in reassuring those concerned that Yahoo had not just gutted itself and how it can remain as innovative as ever.

Also amusing–for reasons I cannot understand, since it is an internal memo–is the use of the code name for Yahoo, which is called Yale, after the famous university in New Haven, Conn.

(By the way, “Boola, Boola” is one of Yale’s old football fight songs, which you can hear here.)

By the way, Microsoft (MSFT) was known as Cambridge, Mass.-based MIT, as you can see below.

Also some fun facts, showing the give-it-the-old-college-try mentality of Yahoo dealmakers:

In past merger talks, Time Warner (TWX) online unit AOL’s moniker has been Amherst College in Amherst, Mass.

And, when Yahoo was considering the Yahoogle deal, the code name for Google (GOOG) was Georgetown, after the Washington, D.C.-based university. That must really rankle at the MIT-stuffed search giant, since–as a graduate of Georgetown–I can tell you, tech is not exactly its forte.

Here’s the Steele memo:

From: Elisa Steele
To: Marketing-all@yahoo-inc.com
Sent: Wed Jul 29 05:11:52 2009
Subject: Announcement today.

Marketing Yahoos,

Yale is already the place where millions go to see what is happening with the people and things that matter to them most, but our aspirations have always been bigger than that. Our vision is to be at the center of people’s online lives, and the deal we announced with MIT earlier today will enable us to focus even more of our efforts on realizing it.

At the same time, our role as marketers has never been more critical. We must focus our energies on engaging our users and our partners, and on making sure that our brand initiatives continue unabated.

Our consumer marketing teams will keep driving more users to our leading audience properties, mobile experiences and applications. Our b2b team will continue communicating to marketers that as the world’s largest media company, Yale offers the most compelling and unique advertising proposition in the industry. The Insights team will continue delivering industry-leading research that helps speed the flow of dollars online. The Global Communications team will be answering lots of important questions from the media and influencer community about this deal (in addition to building buzz around the other amazing stuff we’re doing). The brand team will not stray at all from its mission, as it’s as relevant as ever. And, our regional marketing teams remain in place, partnering with our business leaders to execute our global marketing strategy.

In a nutshell, this is our opportunity to further establish Yale mindshare and preference with all of our audiences through world-class marketing. Our work is more important today than ever before as we communicate our brand position globally.

We are making decisions that we believe set the company up for continued success—and enable us to take back our rightful place in the market.

It’s an exciting new day at Yale, and I couldn’t be more optimistic about our future.

Elisa Steele
Executive Vice President &
Chief Marketing Officer
Yahoo!

And below, I have posted a video of the Yale Glee Club performing all the university’s fight songs in a delightful medley, so Yahoos can start practicing now:

And, no surprise, he is the No. 1 choice of most inside and outside Yahoo (YHOO) in the wake of the news late yesterday that current CEO and co-founder Jerry Yang is stepping down.

And why not? Chernin has the right resume: Experienced at running large and complex organizations; savvier than most in media about the Internet; able to make the kinds of dramatic decisions needed; and, perhaps best of all, signaling–via the Los Angeles Times–just this past week that he was open to leaving the powerful media and entertainment conglomerate for something new.

Well, Yahoo would certainly be new for Chernin, in terms of a corporate cleanup challenge, especially compared to figuring out how to make bank on plush toys from “The Simpsons.”

And, while the risks are many, if Chernin (pictured here) managed to turn around Yahoo, he could make a huge fortune too, given Yahoo shares have languished of late, much in the same way they did when former CEO Terry Semel came to Yahoo from Hollywood in 2001.

But it’s not altogether clear whether Chernin would actually leave his powerful perch at News Corp. (NWS) — which owns Dow Jones and owns this Web site. He has been ensconced there for a dozen years, building a huge reputation as a sharp exec (No, Peter, I am not kissing up, as I think Yahoo would wear even you down very, very quickly).

That’s even though many note he is not likely to take over as CEO from its iconic leader, Rupert Murdoch. The media mogul is widely expected to favor one of his own children to lead News Corp. next.

And the 57-year-old Chernin already makes close to $30 million in his current job, which is definitely challenging.

And, although Chernin has been involved in the News Corp.-owned MySpace and has had success backing the Hulu online video site, it is not nearly as hard as the five-year turnaround quagmire (plus no fabulous media mogul perks either) that Yahoo could turn out to be.

In addition, privately to other News Corp. execs, Chernin has regularly pooh-poohed a move to a digital company, even though he is always on the short list for a lot of big Internet jobs — such as the long-unfilled post as digital head at Microsoft (MSFT) more recently.

So, who else to take over from Yang, who will return to his job as Chief Yahoo after stepping down from the company as soon a search for a replacement CEO is successful?

Well, here is BoomTown’s own shortish list, based on asking a wide range of people inside and outside Yahoo, all of whom are important digital players in their own right.

INSIDE YAHOO

Sue Decker:

The current president of Yahoo is certainly being “considered” for the job, which is a polite term for not really being considered at all. While Decker is an intelligent and thoughtful exec, like a politician with a record, she has had her hand on the operating tiller at Yahoo for too long not to get deservedly blamed for its current situation.

In addition, she is radioactive to big investors, who have told the Yahoo board in no uncertain terms that she is a nonstarter.

Maggie Wilderotter:

The former Microsoft exec, who has also been a public company CEO, is an interesting idea floated by some, who think the Yahoo board might turn to one of its own directors, as a short-term solution to stabilize Yahoo.

Wilderotter has been much focused, said several Yahoo execs, on cost-cutting at Yahoo and certainly is not as tarnished, being a more current board member. But she is a largely unknown quantity in the Internet space and, most importantly, at Yahoo.

John Chapple:

The former CEO of Nextel is one of the two board members (former media Frank Biondi Jr. is the other) recently picked by Carl Icahn, when the activist shareholder was admitted on the board as part of the proxy fight settlement.

Chapple has, sources said, been conducting chats with Yahoo execs lately, perhaps as a way to get a lay of the land. If he got the job, it would be clear Icahn had won his Pyrrhic victory (and personal financial defeat) against Yang.

OUTSIDE YAHOO

Dan Rosensweig:

The very funny, but brash, former Yahoo COO is definitely a favorite within Yahoo’s ranks, except for those who don’t like him. But it’s clear Rosensweig does know and love Yahoo, is close to Yang and, ironically, enjoys a tight relationship with Microsoft CEO Steve Ballmer, who also wanted him for the digital head job.

Also, Rosensweig, who does have operating chops, has gotten some much needed time away from Yahoo, as a partner at the tony media investment firm, the Quadrangle Group.

Meg Whitman:

Another dreamy CEO choice, except she has already been a big company CEO at eBay (EBAY), has proved her mettle in building it to a powerhouse–despite the online auction site’s currently harder times–and has the giant fortune to prove it.

And, oh yes, she is likely to be using that pile of cash to run for governor of California, on the Republican ticket.

Jon Miller/Ross Levinsohn:

The Bobbsey Twins of the Internet, the pair are now having a very good time running their own investment company, the Velocity Group.

But, aside from some questioning whether he can make the quick decisions needed at Yahoo, Miller (pictured here on the right), the former head of AOL, does not want to leave his New York home and cannot take any job anyway until his noncompete with Time Warner (TWX) runs out in March.

And former Fox Interactive Media head Levinsohn likes Los Angeles, and probably is too fast a personality for Yahoo (his going there would be a shock to its system, but would be endlessly entertaining to me personally).

Tim Armstrong:

The top ad exec at Google (GOOG) certainly is an interesting idea, although has little of the product experience needed to run Yahoo. But he is a well-respected advertising figure–where Yahoo needs to shine–and could do well with a lot of strong execs under him.

He is also not on a CEO path at Google–paging, Larry Page!–and could be interested in proving he could run a company on his own.

Kevin Johnson:

The former Microsoft exec was supposed to be running Yahoo, if he and Ballmer pulled off their takeover attempt earlier this year. They did not, and Johnson then left Microsoft to run Juniper Networks (JNPR) in Silicon Valley, right up the road from Yahoo, in fact.

But Johnson is likely subject to a noncompete by Microsoft and a strong contract at Juniper too. Still, a very sharp exec, he definitely has the operating, political, technological and digital skills to take on Yahoo. Also, ironically, he and Yang really get along well and like each other, despite the takeover battle.

Of course, there are a lot of other ideas: Disney (DIS) online exec Steve Wadsworth; the outside-the-box choice of former Procter & Gamble (PG) marketing wizard Jim Stengel; Microsoft digital exec Yusuf Mehdi; CBS (CBS) digital head Quincy Smith (whose hyperactive dealmaking would likely lead to a mutant merger between CBS and Yahoo); and former Cisco (CSCO) and current Joost CEO Mike Volpi.

Please post suggestions below or, better yet, send tips to me at here.

Please see this disclosure related to me and Google.

Talking to Yahoo shareholders as if they were particularly thick and surly teenagers, Yahoo Chairman Roy Bostock articulated his umpteenth defense of the board’s handling of its dealmaking with Microsoft.

“I’d like to take you back–with all the hoopla, all the publicity that has surrounded the company, I think there has been a great deal of misinformation,” said Bostock about Yahoo’s (YHOO) dealings with Microsoft (MSFT) over the last year, speaking at its annual meeting this morning.

Thanks, Roy–glad you finally cleared things up!

Actually, not so much, as his speech was more of the same of what Yahoo has been saying in defense of its rejection of Microsoft’s $31 takeover bid in February.

(Meanwhile, a Microsoftie texted me: “Stand up and scream: Liar.”)

A Microsoft spokesman said as much in an official statement, released while the meeting was still taking place: “Yahoo is attempting to rewrite history yet again with statements that are not supported by the facts.”

Maybe not, but also from Bostock on the Microsoft situation:

On Yahoo’s behavior: “Proactively engaged.”

On the board’s efforts: “Encouraged Microsoft to engage.”

On the Microsoft offer to buy Yahoo’s search: “Not compelling.”

Overall: “As we have said repeatedly, we were open to a deal with Microsoft for the whole company and search, if it made sense.”

And, best of all, about activist investor Carl Icahn, who recently dropped his proxy fight against Yahoo and is set to join the Yahoo board in mid-August: “Carl’s a smart guy, he’s a good guy, despite some of the things that have been written about him.”

Well, by Bostock mostly, in a series of nasty letters he traded with Icahn before peace was declared.

Now onto Yahoo CEO Jerry Yang and President Sue Decker!

Ah, lovely breakfast pastries of all kinds tumbling down from the tables outside the Imperial Ballroom at the San Jose Fairmont this morning at Yahoo’s annual meeting.

But, of course, no Carl Icahn and the noisy proxy fight circus that would have followed the shareholder activist here.

Which is kind of a relief, really, after a very fraught year for the troubled Internet company.

As to news that is likely to come out of the meeting, which starts at 10 a.m.?

“It’s going to be boring,” said one Yahoo PR honcho.

“We’re going for dull,” said another, sporting a purple Yahoo T-shirt, which most of the various Yahoo (YHOO) minions were wearing.

“Nothing will happen,” said another.

Actually, it sounds like a great corporate strategy for the year ahead for Yahoo: Aggressive monotony!

No news is good news!

Bore reporters into a stupor!

Well, I am sure I can come up with something.

Until then, here is my video from last year’s meeting at the much less tony Santa Clara Convention Center:

Oh dear, oilman T. Boone Pickens has apparently been Yanged.

That sounds like something that would happen out on the back 40 of a Texas ranch that no one in the clan ever discusses in polite company.

Actually, losing about $50 million is also something moneymen like Pickens don’t like to talk about either, even if he is as rich as can be.

Of course, in dumping his 10 million shares so precipitously, Pickens’s parting shot showed exactly what Yahoo’s big weakness is as the company heads into its annual meeting this Friday: an increasingly depressed stock.

Indeed, because of Pickens’s departure as an investor, Yahoo (YHOO) shares dropped just below the dangerous $20 a share level yesterday to $19.71, not far off the $19.18 price that prompted Microsoft (MSFT) to attack in February.

Yahoo shares are now just holding onto the edge at $20.05 this morning.

This is perhaps Yahoo’s biggest external problem. While the stock has shown resilience of really dipping to the mid-teens, if the shares drop that far, Pickens will look attractive compared with the kind of vulture investors who will show up to pick at Yahoo.

While Yahoo’s assets add up to $20 or more per share on a cash basis, staying above this threshold has largely been predicated on the fact that investors imagine some deal, any deal, between Yahoo and Microsoft in the future.

Such a deal might be the right move, but investors should probably accept the fact that it might never happen and that Yahoo and Microsoft will keep their digital efforts solo.

That’s the trap Pickens wandered right into like a particularly clueless bear.

And while Pickens took aim at Yahoo CEO Jerry Yang at an editorial board meeting with the San Francisco Chronicle yesterday, noting, “I think that Yahoo management was pathetic,” the fault is entirely Pickens’s own in greedily following along with activist investor and longtime crony Carl Icahn.

Pickens had bought a pile of shares in May, after Icahn announced his intention to wage a proxy fight against Yahoo and force it into a sale of some sort to Microsoft.

One problem: Yahoo and Microsoft execs did not go along with the grand idea of enriching either Pickens or Icahn, who aren’t exactly digitally inclined.

That’s no negative really, except to say that the Internet space is not quite the same as oil or, really, most other industries yet.

Despite the struggles of Yahoo and Microsoft against the more powerful Google (GOOG), the Internet remains a fast-growing industry with many options.

In other words, not quite ripe enough for takeover artists’, well, pickin’.

But Yahoo’s annual meeting on Friday will be more of a humdinger than usual (and BoomTown is all signed up to go and waiting for confirmation, after agreeing to a long fascist list of no-you-can’ts from Yahoo PR).

So many moving parts, including who, who, who will Yahoo (YHOO) and Icahn decide on for the two other board members to join besides Icahn (pictured here)?

Actually, I mostly want to know who gets to sit next to Icahn at the first board meeting. I vote Yahoo CEO Jerry Yang!

But I digress, let’s hazard a guess, shall we, of who the newbies will be?

The Icahn slate includes: Lucian A. Bebchuk, Frank J. Biondi, Jr., John H. Chapple, Mark Cuban, Adam Dell, Keith A. Meister, Edward H. Meyer, and Brian S. Posner, as well as the late addition of former AOL (TWX) head Jon Miller.

Yahoo must consent to Icahn’s choices and don’t actually have to seat the new members until August 15. Sources said it is interviewing all the candidates right now.

Miller is obviously a shoo-in, given that Yang suggested him to Icahn. Icahn harbors hopes of Miller taking over from Yang (he has talked to a lot of folks about that, in fact!), so getting Miller on board is step one.

But Yang will surely deny everyone the exquisite pleasure by picking Cuban (pictured here), the former Broadcast.com honcho who got rich via a Yahoo acquisition in Web 1.0, never looked back and never ever said “Thanks!”

You can guess longtime Icahn cronies Biondi and Meister are unlikely, given that it would be like having Carl times two (although I am not completely ruling out the more media-experienced Biondi).

Meyer certainly has the advertising chops as former chairman and CEO of Grey Global, but he might be considered too old-school for Yahoo.

Investor Adam “Brother of Michael” Dell seems more of a long shot, although he is certainly not objectionable to Yahoo. But if the company is looking for experience in Yahoo’s businesses going forward, Yahoo might not consider Dell the strongest of the group.

Same for mutual fund star Posner. An obvious brainiac, but just knowing how to make money on Wall Street does not really make him an ideal person to be on the board of an Internet company.

Now, Bebchuk is indeed intriguing, given his Harvard law professor/shareholder activist background and his pay-for-performance clarion cry. But Yang and some other current board members, who have recently been dinged by some proxy-advisory services for too much compensation compared with their record, might not like having Bebchuk so close by.

Thus, overall, from good-fit perspective, I like another former exec, John Chapple (pictured here) of Nextel best of all because mobile will be increasingly important to Yahoo in Web 3.0 (frankly, it better be, as Web 2.0 has not been too kind to Yahoo).

Via Sprint (S), Chapple knows from big mergers and he knows how to makes deals. He has been the operator of a digital company, unlike many of the others. And he is also an entrepreneur, which is a plus.

But whoever from the Icahn group gets the nod, one thing is certain: If they’re looking for friends on the old Yahoo board, they might want to get a dog instead.

BoomTown was all busy trying to think of execs to replace Yahoo CEO Jerry Yang, as pressure mounts on him to right the troubled Internet company.

But now, Yang’s position feels safer than ever and it’s his nemesis–Microsoft– that needs a new leader for its long-stumbling online services business.

Microsoft (MSFT) was already cracking, according to sources, and had a wish list of internal and external candidates that CEO Steve Ballmer is now considering.

Ballmer noted in his memo to company employees yesterday the departure of Platforms and Services President Kevin Johnson and the reorganization of that massive division, that he would “create a new senior lead position and will conduct a search that will span internal and external candidates.”

Many think, given the turbulence, that Ballmer will pick a trusted internal Microsoft veteran, especially since he probably should move quickly.

Sources said Brian McAndrews (pictured here), who came to Microsoft via the $6 billion aQuantive acquisition last year, is the leading insider for the job.

SVP Satya Nadella, who will run search, MSN and ad platform engineering efforts in a new reorg, is less likely.

But Strategic Partnerships Senior Vice President Yusuf Mehdi, a longtime exec who has previously led online businesses at Microsoft, is also in the mix, the possible dark horse due to his past experience. As strategy “wingman” to Johnson, he might want a more operational job again now that Johnson is gone. Mehdi is also well liked in Silicon Valley and in media circles.

More interesting perhaps is one of the top outside candidates on the list, former AOL head Jon Miller (pictured here), who is poised to be added to the–wait for it–Yahoo (YHOO) board, as part of its recent proxy fight settlement activist investor Carl Icahn.

Miller, who was bounced out of AOL unfairly several years ago, is now running an investment firm with former Fox Interactive Media head Ross Levinsohn.

(And, adding to the hijinks, Levinsohn was on Microsoft’s alternate board in its own abandoned proxy fight against Yahoo.)

Other execs on the list are also more experienced in the Web space, such as former CNET head Shelby Bonnie, who is currently working on a start up called PolticialBase.

Microsoft sources said someone like former Yahoo COO Dan Rosensweig–now in private equity at the Quadrangle Group–is also the type of exec the company is looking for. Of course, he is deeply loyal to Yahoo (and his name has also been bandied about as a possible future Yahoo CEO too).

Of course, the company’s fondest desire is probably to get an even bigger Web or media exec like News Corp.’s (NWS) Peter Chernin or former eBay (EBAY) head Meg Whitman. (News Corp. is the owner of Dow Jones and of this Web site.)

Having been around when Microsoft first dipped its toe in Internet waters back in the mid-1990s, I’m sorry to say that whoever the software giant picks has small shoes to fill.

After years and years of losses, while Google (GOOG) and Yahoo made bank and grabbed share, Microsoft has not.

In its recent quarterly report, for example, while revenues for the online business rose 24 percent to $838 million, losses from Platforms and Services doubled to $488 million.

Ouch! That’s gotta hurt.

Because of the continued inertia, Johnson’s large unit–which includes the powerful Windows division, as well as the online services business–will be reorganized into two parts.

The Windows and Windows Live online service will be one part and other will be made up of online advertising, search and MSN.

That division needs to bulk up the software giant’s efforts in the Web space, especially in the online advertising arena where Google now rules.

In an attempt to make an end run around the search behemoth, Microsoft tried to buy Yahoo, the No. 2 player in the search and search-advertising space, and then tried to grab only its search business–efforts that have so far yielded nothing.

In any case, this reorg of a previous reorg (Ballmer united the Windows and online services business three years ago) is a clear signal of the unrest and even a bit of chaos at Microsoft resulting from the Yahoo battle.

There is definitely a lot of ire aimed directly at Johnson (pictured here) as the key executive in charge of the effort besides Ballmer, because of his failure to make a deal.

Worse, the bid forced Yahoo into the arms of Microsoft archrival Google, via a controversial search-ad outsourcing deal.

Microsoft must obviously do something.

Its market share in the search market, for example, has persistently stayed under 10 percent, despite a range of efforts to differentiate itself.

Re-energizing Microsoft’s Web efforts is most definitely a thankless job.

And whether replacing Johnson and bringing in a new leader who can push the reset button will work this time is unclear, as are many things having to do with Microsoft’s Internet strategy right now.

Please see this disclosure related to me and Google.

Is Microsoft about to make another move on Yahoo? Or perhaps on AOL? Or is it just getting ready to articulate strategic plans for getting serious about the online search business on its own at its financial analysts’ tomorrow morning?

Or perhaps–and this might be the best strategy for the moment–the software giant is actually managing to stifle itself and wait to return to the playing field when things settle down a little bit.

One thing is clear: Microsoft (MSFT) has got to be plenty irked that its efforts have been vexed once again, this time by by the proxy fight settlement its one-time takeover quarry, Yahoo (YHOO), made earlier this week with activist investor Carl Icahn.

Icahn had been working in concert with Microsoft to pressure Yahoo into striking a deal to sell its its search business.

That attempt failed badly and, in fact, the repercussions of the failure sent Icahn right into Yahoo’s arms.

By no means does this mean that Microsoft’s persistent interest in grabbing Yahoo’s search assets has gone away–no matter all the noise, Microsoft would get a great boost from controlling the No. 2 player’s market share in search.

Even those inside Microsoft have long regarded Yahoo as an “accelerant” to its long-term strategy of building a large-scale business in online advertising.

But, as one source said, “it is now a game of timing and it’s probably better to be a tortoise than a hare here.”

While most do not expect Microsoft to make another bid for all of Yahoo, it is likely that the company will again try to rejigger its proposal for buying Yahoo’s search business after Yahoo seats its new board, which will include Icahn and two others of his choosing (with Yahoo’s consent).

Since Yahoo can no longer use Icahn as a reason for rebuffing Microsoft’s latest proposal to buy its search business, it will have to rely on its other major argument against such a purchase–that Microsoft is still not paying enough for an asset it must have.

A source close to Yahoo’s thinking said that even the generous $20 billion revenue guarantee in Microsoft’s latest bid was too low, because Microsoft is basing it on the assumption that Yahoo’s search business is declining.

And while Yahoo’s search business is not growing like gangbusters, especially compared with Google (GOOG), it is still growing, and Yahoo wants Microsoft to pay up on that basis.

In addition, Yahoo wants a premium for the regulatory and integration headaches such a deal would entail. “They have to better compensate us for buying something they want and we don’t have to sell,” said one Yahoo source.

To be fair, Yahoo cannot be quite that sanguine about its situation. To communicate “no confidence” in the company’s leadership, at least one major investor is considering withholding its vote for specific board members closest to the deal-making of late at Yahoo’s upcoming annual meeting on Aug. 1.

Likely targets are Yahoo CEO Jerry Yang, Chairman Roy Bostock and board member Ron Burkle.

And either today or tomorrow, the large proxy-advisory service, ISS Governance Services, which Yang and other Yahoo execs and board members visited last week to state their case, will make its recommendation to shareholders. Others, like Proxy Governance and Glass Lewis & Co., will also weigh in.

All are likely to ding Yahoo’s leadership in some way.

What all of this sets up is the next chapter of what Yahoo will need to do to push the reset button after the newly constituted board is officially formed and gets down to business.

If Yahoo does not get down to business quickly, the button will most definitely be reset for it by others.

Finally, for your viewing enjoyment, here is a video of Young MC performing “Bust A Move,” and just below it–in our single favorite tech video of all time–Microsoft CEO Steve Ballmer busting his own move:

A source close to Yahoo’s thinking emailed and declared that BoomTown was misinformed and ignorant of the insider mechanics of the high-level corporate wrangling when I suggested in a post earlier today that the settlement between Yahoo and Carl Icahn was perhaps not the time to break out the bubbly.

You know, because Yahoo’s (YHOO) stock is still moribund, morale is still low, Microsoft (MSFT) is still looming and the economy is still tanking.

Other than that, Yahoo sources wanted to let me know the Icahn truce was a win.

And that is absolutely true, technically speaking.

One source told me, for example, that Icahn was going to go to a short slate (four of nine), and once he went to a short slate, it was highly possible that shareholders would have put on a few members of his choice anyway.

In other words, if I can manage the onerous math involved: Three or four of nine board seats Icahn might have gotten if the proxy fight went forward would have been a lot worse than three of 11 seats that the activist investor actually got in the deal.

Plus, added another source, Yahoo has consent over two of Icahn’s board choices, one of which will likely be former AOL (TWX) head Jon Miller, an experienced Web exec who is favorably looked upon by Yahoo CEO Jerry Yang.

Yahoo certainly had the wind at its back after Legg Mason Capital Management’s (LM) Blll Miller said he was backing current management last week, so Icahn probably blinked and took a bird in the hand now.

As to Yahoo, cashing in now rather than gambling makes sense. I see exactly why the company made this move–it ensured a certain outcome, as annoying as it doubtlessly is to have to seat Icahn at Yahoo’s board table.

(Also, who gets to sit next to him? I vote for the always jovial Eric Hippeau!)

So, cashing in now and avoiding a fight makes sense for both sides, I hereby admit.

Except, well, that the man that Yahoo quite correctly was characterizing as a technology nincompoop just days ago will be sitting on its board.

Icahn is still not qualified to be on the board and will also probably be an unhelpful, disruptive influence.

In addition, while three out of 11 is better than three or four out of nine, Yahoo might have done better in the proxy fight.

More importantly, in fighting, Yahoo leadership would have shown it was resisting the snake oil solutions that Icahn has been peddling, which essentially boils down to selling all or part of Yahoo off to Microsoft so that Icahn can get back his underwater investment.

Doing a deal with Microsoft might be a good idea, actually, but Yahoo has not been able to make a truly rational decision about what its focus should be, due to all the noise and pressure and, yes, the press scrutiny, of every one of its moves.

Now with Icahn, who can be very persuasive, incessantly poking away from within, I think he will probably not let up and definitely not be the kind of influence Yahoo needs.

Given my math-impaired mind, I could be wrong, of course.

With fewer seats going to its nemesis, Yahoo is right when it says that Icahn, who was inevitable, will not be as much of a drag as he could have been. Unfortunately, he will still be a drag, however.

Okay, a show of hands of those who don’t want to hear another word about how incompetent the other side is in the now-settled proxy fight between activist investor Carl Icahn and Yahoo.

Icahn, whom Yahoo insisted last week was unfit to even turn on a computer, now appears to be perfectly capable of leading the troubled Internet company as a board member, along with two cronies of his choosing (with Yahoo’s consent).

What’s not clear–except for removing uncertainty and noise–is exactly what this means for shareholders or how it gets Yahoo (YHOO) back on track or even how a possible deal with Microsoft is now struck.

BoomTown honestly does not know what to think of this development, given that Yang seemed to have the upper hand in the fight after Icahn started looking too greedy in a power grab with Microsoft (MSFT) for Yahoo assets in recent weeks.

Why then give in to Icahn now? I guess to stop the annual meeting on Aug. 1 from being a three-ring circus and to take the focus off of the battle right before Yahoo announces its second-quarter earnings tomorrow against a strong economic headwind that already knocked over both Google (GOOG) and Microsoft.

(And, by the way, Yahoo’s proxyfacts.yahoo.com attack on Icahn is now miraculously gone!)

From a let’s-be-safe perspective, it’s the right move, shutting up Icahn a little bit. He’s still going on about doing some sort of Microsoft deal, of course, in order to recoup his losses on the shares he bought in Yahoo.

But unless the newly constituted board is now jetting up to Redmond en masse with a magic potion that will convince Microsoft to fork over $33 a share (remember, the old board members will get sued if they accept less), Icahn might have to cool his heels a while before Yahoo excels again.

In fact, with the old board in place–minus Activision (ACTI) CEO Bobby Kotick, who has got to be breathing a deep sigh of relief, since he does a lot of business with Microsoft–and the Icahn trio, it feels more than a little unwieldy, block-prone and probably deeply confusing.

Kind of like the United Nations, but not as well organized.

So, you get the picture of how an 11-member board works, right? The lugubrious quicksand of Yahoo prevails!

One hopes Yahoo CEO Jerry Yang–who kind of played BoomTown and the rest of us with his genuinely fake emotional expressions of horror about Icahn and distaste for Microsoft for joining with him–is now prepping another Oscar-winning performance to convince Microsoft CEO Steve Ballmer that he likes him, he really likes him.

Still, it’s nice to see former AOL head Jon Miller added to the list of possible choices for the Icahn seats.

At least the definitely competent Miller is someone who knows a thing or two about reviving an iconic Web brand in turmoil, from his stint taking over the Time Warner (TWX) unit just after the merger with AOL failed and everyone at AOL bugged out carrying sacks of money.

Speaking of sacks of money, Icahn does not get one here and neither does any other shareholder in this scenario. It seems that now the real work will begin for Yahoo.

My prediction, given the amount of bile Yang has been throwing at Microsoft: A delegation is already knocking at the door of Microsoft HQ talking about a new search deal it is willing to entertain now that Icahn taking over Yahoo is not the sticking point.

Because, for better or worse, Icahn has been bought and paid for by Yahoo.

Now, perhaps it is Yahoo’s turn to get the same treatment from Microsoft. Unless, of course, Yang has another big idea for turning Yahoo around.

In that case, Jerry, we’re all ears.

Could the new and improved Yahoo CEO Jerry Yang actually manage to beat back the proxy fight being waged against him by activist investor Carl Icahn?

It increasingly looks that way, with only 12 days to go until Yahoo’s annual meeting on Aug. 1.

But exactly which Yang will be running Yahoo (YHOO), if he does win, is probably the most important question shareholders need to ask.

Will it be the seemingly energetic Yang of the past two weeks, invigorated by the battle with Icahn and his new best friend and Yahoo foe, Microsoft (MSFT)?

Or will it be the other Yang?

Because for months and months now, since Microsoft waged its takeover bid on the Internet company he founded, the woe-is-me vibe emanating from Yang has been working the last nerve of anyone paying attention to the proceedings.

Given that this vibe was combined with a kind of cave dweller PR strategy of not speaking publicly–other than releasing an indignant, noncapitalized letter every now and then about the situation–some questioned Yang’s ability to gin up the kind of passion needed to bring Yahoo back from its current straits.

Even before the Microsoft parry in February, the ho-hum mood had trickled down to the troops, causing lower morale, too many departures and a general feeling–deserved or not–that Yahoo has been circling the drain for much too long under its current lackluster leadership.

And, let us not forget the drippy stock performance either.

And while BoomTown, especially, has to give both Yang and also Yahoo President Sue Decker much credit for appearing onstage at our sixth D: All Things Digital conference in May, most who saw the appearance (we posted the whole thing last week, starting here) were not blown away by the performance, considering it too enervated.

What then, do we make of the current round of pugnacious, dare-we-say, passionate, and, as it seems, pretty effective moves Yang has made this week to ward off the attacks of Icahn and Microsoft?

I should have gotten clued-in to the shift when Yang actually made contact with me on July 9, after being out-of-touch for many, many moons, presumably due to pique over my 100-day Sacred Cow Countdown (he started it!).

As it happened, I was in Seattle visiting a lot of Pacific Northwest companies, including Microsoft, when he called.

After our discussion, I published these choice quotes from Yang in a post on July 10, titled “Jerry Yang’s Pledge: Not on My Watch”:

“I think handing over the company to Carl Icahn for the express purpose of hoping he can negotiate a complex deal with Microsoft is a big mistake for shareholders. This is particularly true since Icahn has no plan B and therefore will have no leverage and will be dealing with Microsoft from a position of weakness.

“Furthermore, Microsoft’s interest in Yahoo has been inconsistent at best and they refuse to even put a firm proposal on the table. Their motivations are suspect and there is simply no good reason to think they will actually show up at the end of the day. And then what will shareholders be left with? A weakened, Icahn-controlled Yahoo.”

Then Yang went into overdrive over that next weekend as Yahoo managed to make a new Microsoft search proposal–which was really very, very generous–look radioactive by loudly declaring that Icahn’s taking over of Yahoo was crazy-glued to the plan.

It was not, but no amount of Microsoft spinning could undo the damage of what looked like a goofy power play by Icahn and Microsoft.

That was followed at the end of last week by the news that Yahoo had convinced one big investor, Bill Miller of Legg Mason Capital Management (who has always been a supporter of Yang and especially, Decker), to back the current board.

Legg Mason owns about 4.4 percent of Yahoo.

While not saying it was final, Miller noted that it was his intention to stick with Yahoo’s leadership, adding that he also wanted Yahoo and Icahn to settle their differences before the annual meeting.

Of course, Miller still tried to get Microsoft back to the table, noting, “If Microsoft wants to acquire Yahoo, it can make the terms and conditions of its offer public.”

One can hope, Bill! (Actually, as I have written many times, Microsoft should make that move if it really intends to compete against Google.)

But, best of all, was Yahoo sticking a big fat banner on its much-trafficked home page Friday, alerting its users–most of whom were really just minding their own business and trying to get their daily horoscopes.

Nonetheless, in a box that flashed various outrages about the proxy fight, Yahoo linked to a presentation that pretty much called Icahn a Luddite. It included a quote attributed to him from The Wall Street Journal: “It’s hard to understand these technology companies.”

You can say that again, Carl!

And Yang did say it again in video message to Yahoo employees, noting, “We’re taking full advantage of the power of our network to remind our stockholders why voting for Carl Icahn’s board of directors is a bad choice.”

Ah, there is nothing like a technically clueless billionaire as an enemy to get Yang’s blood boiling!

Apparently, that has helped employee morale too. This weekend, I have heard from several execs contemplating leaving, tired of waiting for the 12th shoe to drop, who noted that more passion from Yang was helping.

“People feel like he is showing some strength, which you never see,” said one. “It sounds corny, but we want someone we believe in.”

Well, we’ll see if institutional investors believe, after they get a recommendation midweek from the large proxy-advisory service ISS Governance Services, which Yang and other Yahoo execs and board members visited last week to make their case.

That will come one day after Yahoo releases its second-quarter earnings on Tuesday, which I am sure will be decent, as they just have to be, considering the hubbub around Yahoo.

(And you can be sure Yahoo CFO Blake Jorgensen is working overtime this weekend, adding in all he can to make the picture as pretty as possible.)

It’ll be a big week for Yahoo, as usual, made bigger if Icahn does not mount an effective offense, such as releasing a cogent plan of his own and showing he has some managers in the wings who can run Yahoo if he were to get the reins.

Which Yang is not showing any signs of giving up anytime soon.

I fully expect Yang to get even more hopped up this week with more speeches to employees, more visits to shareholders and perhaps even more calls to the press. (BoomTown is waiting by the phone!)

Of course, this is all just show. And while it’s a good one, as I said, the most important thing everyone has to keep in mind is what this all means after Aug. 1.

So I have some questions for Yang:

Does he have the energy and vision and, most important, management chops, to really move the needle at Yahoo and make the kinds of changes it needs?

And what are those changes? More of the same direction (more social, more open) or perhaps a much more radical focus on core businesses like content and communications?

And what about search, a losing game as Yahoo inevitably will be crushed between Google (GOOG) and Microsoft? And what about fending off that pair’s new focus on display advertising, where Yahoo does excel?

Will Yang, if he does not think he has what it takes, be willing to step aside? And does that mean Decker will become CEO, or will he bring in new outside execs who have not been part of the problems of the past?

I could go on and on, of course, but it pretty much boils down to one key question:

Is the Yang who acts like he can win really here to stay?

In another micro-move in the fight between activist shareholders and CNET, the Delaware Supreme Court has given the thumbs-up to a lower court ruling that the Jana Partners group can nominate a slate of directors to the board of the San Francisco-based tech news and reviews site.

CNET (CNET) has been fighting these efforts by Jana–along with Sandell Asset Management, Alex Interactive Media, Spark Capital and Velocity Interactive Group–to nominate two directors and expand the board and add more of their own nominees–claiming it was contrary to its bylaws.

Apparently not!

What does this mean? Of course, that’s not clear at all, since Jana cannot force other shareholders to help them get what they want.

In fact, some other CNET shareholders I have queried recently seem nonplussed by either side in the fight over the future direction of CNET.

But while the mano-a-mano between the pair is certainly not as fast-moving as the Yahoo-Microsoft-and-now-Carl Icahn! mess, it has had some action.

On April 1, for example, Jana issued a testy report about the company, noting:

“CNET’s current leadership now claims it can reverse course and begin creating shareholder value, but we believe they have offered no evidence that they can do so. Despite years of shareholder value destruction, CNET’s leadership during this time failed to act on the urgent need to make fundamental strategic and operational change, instead pursuing a failed expansion strategy even as CNET fell further behind. CNET’s leadership did not even start examining the basics of improving performance until we called for change, both publicly and directly with CNET’s Board of Directors.”

CNET, natch, disagreed: “CNET Networks added that while it welcomes the views of its stockholders, after a preliminary review, the white paper contains numerous misstatements and is misleading in many respects. The Company will respond in due course.”

Of course, BoomTown is poised to head over to CNET’s Second Street HQ to video-query CEO Neil Ashe tout de suite.

Neil, we’re waiting by the phone!