[UPDATE: AOL confirmed our story below about Coleman's departure and Levick's appointment. See below.]

Platform-A President Greg Coleman–the former Yahoo advertising sales exec who came to AOL only three months ago–is leaving the company, sources said, as new CEO Tim Armstrong remakes his top staff in preparation to spin off the Time Warner (TWX) online unit.

Coleman was brought to AOL by former CEO Randy Falco in February, replacing Lynda Clarizio. But Falco was ousted two weeks after Coleman got there.

Armstrong, sources said, announced the moves to staff tonight, right after he told Coleman about his decision late today.

Coleman will be replaced by a Google ad exec, Jeff Levick, sources said, who had a close relationship with Armstrong when they were both working at Google (GOOG).

AOL said in a press release that Levick would become “President, Global Advertising and Strategy, a new and expanded role, in which he would be “responsible for Platform-A, AOL’s advertising business, as well as developing global revenue strategies.”

Levick will be the third major Google advertising exec to leave the company recently, after Armstrong himself and today’s departure of former DoubleClick boss David Rosenblatt.

Levick (pictured here) was a VP of industry development & marketing, the Americas. He has been at Google since 2001.

Also out: CFO Nisha Kumar, who came to AOL in early 2007 from Time Warner. She was told of the decision earlier, and there has been a search on for her replacement.

It is a time of much change at AOL. Yesterday, Time Warner reiterated its intent to spin off AOL in a regulatory filing, and to buy back the five percent stake Google owns.

Time Warner also had to deliver bad news about AOL’s disappearing ad revenue today in its quarterly earnings report. It was down 20 percent.

Its ad business has not been helped by the fact that AOL has seen a number of Platform-A heads roll over the last two years.

Coleman is an experienced online ad exec, who was at Yahoo (YHOO) for seven years, responsible for all advertising revenue worldwide. He came to Yahoo from Reader’s Digest.

But Coleman ran into Yahoo’s management buzzsaw after trouble hit the company in 2007. He was one of the first in a long line of execs to leave the troubled company, departing in one of its many controversial reorganizations.

But Yahoo’s ad business did grow strongly under him and former Yahoo ad exec Wenda Millard. She was also pushed out of Yahoo and just left her job as co-CEO of Martha Stewart Living Omnimedia.

Before AOL, Coleman had been running a Los Angeles-based start-up called NetSeer, which focuses on ad targeting.

While at AOL a short time, Coleman had busied himself reshuffling the staff there in several moves.

He has a three-year contract, sources said, which AOL will presumably have to pay out on.

Here is the official AOL press release:

JEFF LEVICK NAMED HEAD OF AOL GLOBAL ADVERTISING AND STRATEGY

New York, NY–April 30, 2009–AOL announced that Jeff Levick will join the company as President, Global Advertising and Strategy. In this new and expanded role, Levick will be responsible for Platform-A, AOL’s advertising business, as well as developing global revenue strategies. Levick comes to AOL from Google, where he was most recently VP of Industry Development and Marketing, The Americas. He will report directly to AOL Chairman and CEO Tim Armstrong.

“Our goal at AOL is to create great content and products, as well as make our advertising offerings the best in the industry for marketers and we are putting together the strategy to achieve that. I’m delighted that Jeff will be coming on board to lead this effort,” Armstrong said. “I’ve worked with Jeff for more than seven years at Google, and he is absolutely the right person to drive growth in our premium ad sales, dramatically scale our Advertising.com business, and further develop AOL’s research initiatives and consumer insights.”

“This is a perfect time to join AOL and I firmly believe that AOL’s best days are ahead of it,” said Levick. “The company has one of the largest and most engaged audiences on the Web, some of the best advertising technology in the business, and a powerful third-party network. There is great opportunity here for us to capture.”

As a result of this change, Greg Coleman will be leaving Platform-A, where he has served as President since early February 2009.

“In only a short time, Greg made a strong imprint on Platform-A’s sales organization–reorganizing and refocusing the team,” said Armstrong. “I appreciate his efforts and know that they will contribute to the work that lies ahead with Platform-A.”

Levick will officially join AOL in the coming weeks. At Google, Levick was responsible for business marketing activities for the Americas as well as sales development and strategy for all of the vertical industries covered by Google’s Americas sales organization. Levick joined Google in 2001 and has held various executive management positions in the company’s advertising sales organization in both North America and Europe.

Prior to joining Google, Levick served as a corporate attorney with a specialty in mergers and acquisitions at the international law firm of Katten Muchin Rosenman, and held roles at various online ventures in Chicago. He currently serves on the board of directors of Helium.com, the advisory board of the College of Communications at DePaul University and as an advisory board member of the global trade organization Search Engine Strategies (SES). Levick holds a J.D. from DePaul University and a bachelor’s degree from New York University, where he graduated cum laude.

Here’s two about big changes in AOL’s international–such that it is–unit, as the head of it–Maneesh Dhir (pictured here)–moves on.

A longtime staffer at the Time Warner (TWX) unit will “return to his entrepreneurial roots,” according to a memo from AOL CEO Randy Falco below.

Dhir has been based in India since his appointment several years ago. He came to AOL from its acquisition of Netscape in 1999.

And, in another memo from AOL President Ron Grant (also below), it looks like MediaGlow President Bill Wilson will get most of the goodies from Dhir, with all of international publishing reporting to him now, such as AOL Europe’s Dana Dunne.

(I could tell you endless stories about when AOL first entered the European market–former head Steve Case tried and failed to get to get the Europe Online moniker–but that would make you realize just what a digital antique I am.)

Here are the Falco and Grant memos:

From: Randy Falco
To: ADTECH Global; Platform-A Europe; Intl Employees; US Employees
Sent: Wednesday, February 25, 2009 9:01:13 PM
Subject: Organizational Announcement

Dear AOL colleague,

I’m writing to tell you that Maneesh Dhir, head of our international efforts, has decided that after 10 long and fruitful years with AOL, it’s time to start the next chapter in his career.

Since coming to the company in 1999 as part of AOL’s Netscape acquisition, Maneesh has made many important contributions to AOL. Most recently, of course, he was instrumental in the growth of AOL’s presence worldwide. Under his leadership, AOL went from a company with a consumer presence in just four countries outside the U.S. to one that is now in 38 countries–including India–in less than two years. Maneesh was also a key advocate for the rebuilding of our product development efforts so we could more effectively and efficiently launch products worldwide.

Just as important, Maneesh helped us learn the benefits of tapping into a worldwide pool of talent. It was his idea to open an AOL call center in Bangalore in 2002, which quickly became our largest. Two years later, he pushed for the creation of the Bangalore Development Center and the Bangalore Knowledge Center–important centers for technology, finance, analytics and shared services that are now part of the AOL India operations.

Thanks to these and many other accomplishments, we are now well positioned for global growth in all three of our key businesses–MediaGlow, Platform-A and People Networks–as well as our Products & Technologies division.

Having done all this, Maneesh told me he’s ready to return to his entrepreneurial roots. He’ll be staying on for a couple of months to help ensure a smooth transition. There will be subsequent information outlining organizational changes coming shortly.

Please join me in thanking Maneesh for all he’s done for AOL and wishing him the very best on his future endeavors.

Randy

From: Ron Grant
To: ADTECH Global; Platform-A Europe; Intl Employees; US Employees
Sent: Wednesday, February 25, 2009 9:05:37 PM
Subject: Organization Update

Dear AOL colleague,

I want to join Randy in thanking Maneesh Dhir for his outstanding contributions to AOL. I’ve known Maneesh for years, and he’s always been a tireless champion of AOL and of our global ambitions. I’m proud of all that he and his team have accomplished.

With Maneesh’s decision to return to his entrepreneurial roots, we’re taking the opportunity to make organizational changes that will build on the progress he and our international team have achieved.

Our next step is to more closely align and centralize our global publishing efforts under the newly formed MediaGlow business unit, headed by Bill Wilson. Over the last year, we have grown the MediaGlow audience dramatically through our highly efficient content development model. We believe that a more centralized infrastructure will enable us to accelerate MediaGlow’s global growth.

As a result, Dana Dunne, who oversees our European publishing business, will now report directly to Bill. In addition, our publishing businesses in India, Australia, New Zealand, Japan and Canada will all report in to MediaGlow.

We are also aligning our global technologies and search organizations under Ted Cahall. With this move, our AOL India operations led by Philip Nelson will now report in to Ted, as will Bill McGrath, who heads our ASA team and also oversees the International development team in Bangalore. Ponnapa PG will now report to Phil, who will be working with his team to finalize the India realignment over the next few weeks. Lastly, Joe Arcuri is leaving AOL Canada and his direct reports will be aligned with their counterparts in New York and Dulles.

Please join me in thanking Maneesh for his many contributions and wishing him well.

Ron

BoomTown provided continuing coverage of the Yahoo (YHOO) merry-go-round. This time, PR head Jill Nash announced her departure. As the company’s chief communications officer, she’s had a challenging two-year run. New CEO Carol Bartz definitely has some PR ideas of her own, including offering cash prizes to employees who provide info on their colleagues who leak information to the press. Not a huge deterrent yet, apparently–it didn’t take long for BoomTown to get info on both Nash’s farewell memo and Bartz’s bounty system. Next, New Networks, the publisher behind BarelyPolitical and its hugely viral Obama Girl videos, has widened its purview to include the tech sector with BarelyDigital, which the online network has envisioned to include regular shows, tech news remixes and the like. It’s rumored that Obama Girl will be making a cameo appearance or two. If the first two features are any indication, the future looks pretty funny. In another round of executive musical chairs, Time Warner’s (TWX) AOL ad head Lynda Clarizio will be leaving the online service, to be replaced by former Yahoo ad exec Greg Coleman. Microsoft (MSFT) is launching a slick new celebrity site on MSN called Wonderwall, created, designed and produced by BermanBraun Interactive, a Hollywood company run by former Yahoo media chief Lloyd Braun. And speaking of musical chairs, MSN is clearly upping its content ante–earlier this week, it hired Yahoo’s recent media head Scott Moore, who used to work at Microsoft.

MediaMemo asked: What happens when one of the world’s richest men lets loose a swarm (a small swarm) of mosquitoes at a high-end conference? Nothing too exciting, really, but when you consider that the stunt was the publicity-generating part of Bill Gates’s talk at TED, which was a discussion of malaria and some of the problems the Bill and Melinda Gates Foundation is facing head-on, it gets pretty compelling. Kindle 2.0, the new generation of the device dubbed the “iPod of the book world” will be unveiled Monday at a New York press event, but how many of the devices have been sold thus far? Amazon’s (AMZN) not telling, but Citigroup analyst Mark Mahaney estimates the number at 500,000–and believes that the Kindle will be a $1.2 billion business next year. Obviously, a lot will depend on Monday and the new device’s reception. MediaMemo also took some time out this week to wish Facebook a happy fifth birthday, and to stack its track record next to Google’s at the same age, with interesting results. Even the pros are getting hit hard these days–in its quarterly earnings report this week, News Corp. (NWS) missed its estimates, recorded an $8.4 billion write-off and lowered its guidance. CEO Rupert Murdoch admitted that the downturn is worse than he thought. He also admitted that he spent $2.8 billion too much for Dow Jones. (News Corp. is the owner of Dow Jones and this Web site.)

Digital Daily followed the trial of four Google executives this week on criminal charges of defamation and breach of privacy after a much-publicized two-year investigation. Google (GOOG) insists the charges are unwarranted and “akin to prosecuting mail service employees for hate speech letters sent in the post.” Clearly, the ultimate outcome will have a huge impact on the future of a free, open Internet. MySpace said this week that it has identified and ousted 90,000 registered sex offenders–and those are just the ones brilliant enough to use their real names. There’s no way of knowing how many are actually using the service or how to prevent them from re-registering once they’re deleted. A free an open Internet, indeed. DD also pondered the future (or lack thereof) of the Motorola (MOT) handset division. Co-CEO Sanjay Jha says the company is committed to making the business work, but its products are looking boring and outdated, and a turnaround would be prohibitively expensive to execute. In the words of one analyst, the company’s problems are “gruesome.” On the other end of the spectrum, Microsoft continues to vehemently deny reports that it’ll be producing its own smartphone. In a report this week, analysts from Broadpoint.AmTech speculated that the device could be uncrated later this month at the Mobile World Congress in Barcelona. Meanwhile, it’s been up in the air for two years whether or not iPhones will ever be uncrated in historic Georgetown. Apple (AAPL) has been around the table a few times now with preservationists wary of the architectural impact of an Apple store, no matter how much the business traffic is needed in the neighborhood. Looks like perseverance may have finally paid off, though–Georgetown’s Apple store could open later this year.

In Personal Technology this week, Walt Mossberg took a look at a program called Foxmarks, which sets out to synchronize bookmarks among all of your browsers and all of your machines. Sound a little too handy to actually work well? Walt found it does a pretty good job, with a few caveats. In Mossberg’s Mailbox, Walt responds to readers who want to know more about doing “techie” maintenance on their PCs to keep them running well, whether or not to buy a 15-inch MacBook Pro, and options for email within Windows 7, which won’t ship with a built-in email program. In the Mossberg Solution, Katherine Boehret tests Google Latitude, an opt-in program that lets users track one another’s movements on their smartphones using GPS, Wi-Fi, and cell towers. Kind of like Gawker Stalker, only with permission and without Lindsay Lohan (unless you happen to be Lindsay Lohan).

Last but not least, Silicon Valley lost one of its own this week. The widely admired and much loved Mike Homer, whose rare, severe illness was a rallying point for many over the past months, passed away last weekend and was laid to rest on Thursday.

More next week.

As BoomTown reported earlier today, I just got sent the entire internal email–penned and just sent out by AOL CEO Randy Falco–about the replacement of its Platform-A President, Lynda Clarizio, with former Yahoo top ad sales exec Greg Coleman.

AOL also just put out a press release confirming the move.

As new head of the Time Warner (TWX) online service’s ad unit, Coleman has his work cut out for him, turning around a business that has been hit by a severe fall-off of revenue.

“No doubt Greg is joining Platform-A at a difficult time,” writes Falco below. “The deepening economic recession is affecting every corner of the economy, including our own.”

Translation: Yahoo (YHOO) was kindergarten! Get to work pronto, Greg!

Here’s the full memo:

Dear AOL colleague,

Today we are announcing a change in the leadership of Platform-A that will help us build on the unmatched reach of our advertising business and fully leverage the success of our MediaGlow and People Networks businesses.

Greg Coleman, a seasoned advertising sales and publishing executive and former EVP of global sales at Yahoo, has agreed to join us as President of Platform-A, replacing Lynda Clarizio.

Under Lynda’s leadership, we made great progress at Platform-A–consolidating and integrating seven companies; creating a unified organization around sales, technology, operations & product management, technology sales, publisher services, R&D, international, marketing, strategic planning and network development; and expanding overseas. As a result of Lynda’s success in integrating the business, Platform-A today has the largest reach and most advanced suite of digital advertising technologies available anywhere. We all owe Lynda a debt of gratitude for her outstanding contributions to Platform-A.

Now, we have the opportunity to build on this foundation and expand premium branded display sales across our extensive and fast-growing MediaGlow programming network. And Greg, who has 25 years of media sales and publishing experience, is ideally suited to lead this effort.

During his nearly seven years at Yahoo, Greg led the company’s search and display ad sales teams. During that time, Yahoo’s ad revenues climbed tenfold–reaching more than $6 billion–with substantial ad growth in the U.S. as well as Europe, Asia and key emerging markets. For the past year, Greg has been CEO of NetSeer, a start-up focused on next generation search and ad targeting.

Greg understands that online brand building is the next frontier in digital advertising, and whoever can deliver marketers measurably improved branding online will be poised to lead over the long term. His great agency and C-level relationships will help us create breakthrough branding packages that leverage the strong success of MediaGlow and the upcoming developments at Bebo.

No doubt Greg is joining Platform-A at a difficult time. The deepening economic recession is affecting every corner of the economy, including our own. Yet, even in this volatile environment, online advertising remains the most productive, efficient and measurable way for advertisers to reach audiences that are dispersing across an increasingly fragmented media landscape. I’m confident that Greg has the background and expertise to deliver on the promise of Platform-A.

Please join me in welcoming Greg to the AOL family, and in thanking Lynda for her many contributions to Platform-A and wishing her all the best on her future endeavors.

Randy

The game of executive musical chairs among Web companies keeps on going, with sources telling BoomTown that AOL ad head Lynda Clarizio will be departing the online service and replaced by former high-ranking Yahoo ad exec Greg Coleman (pictured here).

Last week, this column first reported on former Yahoo media head Scott Moore taking a similar content job at Microsoft (MSFT), which had been vacated by Jeff Dossett, who took Moore’s job at Yahoo.

The less confusing move at AOL, with Coleman taking over for Clarizio and which has been in the works for only a week, could be announced as early as today, although I have been hearing rumors of such a development since late last week.

Clarizio has been head of Platform-A, the overall name for AOL’s advertising business, which includes a lot of various online ad companies AOL has bought in recent years.

She had been running AOL’s Advertising.com in Baltimore before being tapped to integrate them better over the last year, after a series of ad execs shuffled in and out of AOL.

But, said several sources, as a former AOL lawyer and dealmaker, Clarizio (pictured here) is not regarded by top execs the kind of nitty-gritty sales exec that AOL needs now, as it seeks to revive its fortunes.

AOL’s ad business has lagged badly of late, with owner Time Warner (TWX) pre-announcing that the online service’s results would be particularly weak this quarter. Time Warner reports quarterly earnings tomorrow.

Since a much-chewed-over possible merger with Yahoo (YHOO) has been put on ice, with the recent arrival of new CEO Carol Bartz, Time Warner and AOL execs have decided to focus on strengthening the online service and making much needed changes.

AOL recently announced a 10 percent layoff of its staff of 7,000, part of the rightsizing that has been going on.

And its valuation was also recently written down by Google (GOOG), to $5.5 billion from $20 billion several years ago.

AOL had already been in the midst of renovating its communications and social-networking assets under a new division called People Networks, which is run by former Bebo head Joanna Shields.

Its content arm has also gotten a different blog-centered direction and name–MediaGlow–under Bill Wilson.

Now, it’s apparently time for the ad leg of AOL’s three-pronged new strategy its future business is resting on to be fixed.

The hiring of Coleman came suddenly, said several sources. He had been considering a top job at another well-known online company and also was planning to move to a start-up he has been running to the Silicon Valley area.

He was hired by AOL CEO Randy Falco, whom Coleman has known for a long time, only last week, after Falco heard that Coleman was considering other positions.

Sources at Yahoo said the hiring had to be cleared by the company and Bartz, at Time Warner CEO Jeff Bewkes’s request, due to competitive issues.

Coleman is indeed an experienced online ad exec, who was at Yahoo for seven years, responsible for all advertising revenues worldwide. He came to Yahoo from Reader’s Digest.

But Coleman ran into Yahoo’s management buzzsaw after trouble hit the company in 2007. He was one of the first in a long line of execs to leave the troubled company, departing in one of its many controversial reorganizations.

But Yahoo’s ad business did grow strongly under him and former Yahoo ad exec Wenda Millard. She was also pushed out of Yahoo and now is Co-CEO of Martha Stewart Living Omnimedia.

Since then, Coleman has been running a Los Angeles-based start-up called NetSeer, which focuses on ad targeting.

Given his media background, Coleman is likely to be key to expanding premium branded advertising display sales across AOL’s advertising and programming networks.

He will move to New York and report to AOL President and COO Ron Grant, said sources, although Platform-A has key offices in Baltimore and San Francisco too.

As has been copiously reported here and all over, Yahoo and AOL have been engaged in never-ending talks about a possible deal to merge their flagging Internet businesses.

Now, sources tell me, the circle of executives at both companies interfacing with each other has been widened, for purposes of due diligence.

That chit-chatting includes Yahoo CEO Jerry Yang, who has been in New York several times recently [UPDATE: But not yesterday, in a story I had previously linked to here]–where AOL parent, Time Warner, is located–to meet once with its CEO, Jeff Bewkes, and see if they can actually complete the merger.

Now, all this frantic activity does not mean a deal will necessarily be struck. In fact, in typical Yahoo style, it is going very slowly and that is never a good thing in dealmaking.

But it is this kind of ramped-up blabbery that has many at both companies predicting–hoping, really–that a deal will go through, sooner or later, as soon as Time Warner and Yahoo can agree on a price.

Or, more precisely, a percentage, since Yahoo’s stock price has been falling like a particularly sharp knife of late.

Sources said Yahoo does not want Time Warner (TWX) to have any more than 25 percent of the new company in a trade for AOL’s assets–although that figure would be slightly more if the media giant throws in some of that “Harry Potter”-generated cash into the deal kitty.

Yahoo (YHOO) management, sources said, also think its assets are of significantly better quality than AOL’s, and it still has that powerful–although declining–share in the lucrative search market.

Thus, it does not want to pay the $8 to $10 billion price Time Warner wants, and it should not either. (Here is a good analysis on the price issue by Silicon Alley Insider’s Henry Blodget.)

But Yahoo shares closed yesterday at a troubling $14.58, down 73 cents, or almost five percent.

That means its market valuation also declined by many billion dollars very quickly. It is now at $20.2 billion.

These profound stock drops, said several sources, could spur Yahoo to act before it gets even worse, which is why talks have been more frequent in recent weeks.

While not the best state of mind, panic is always a good motivator, and both companies are surely desperate to turbocharge themselves in the face of tough competition and avoidable management mishaps in recent years.

The hope? That together the pair can do better than they have separately–by combining their advertising, content and communications assets, which are among the largest in the world.

In addition, the “new” Yahoo would be able to make massive cost cuts, including layoffs, under the cover of integration and starting off with a clean slate.

So who would emerge more powerful in a new set-up–AOL or Yahoo?

Here’s a short cheat list:

Content:

AOL and Yahoo have a similar range of content assets, with big sites in all the classic categories, like news, financial, sports and lifestyles. Yahoo’s content head is Scott Moore, while AOL’s is Bill Wilson (both pictured here, left to right).

As I wrote yesterday, I expect that the more dominant Yahoo will rule, slashing and burning most of the AOL-branded properties, keeping only interesting newer brands like sports blog FanHouse, celeb blog TMZ and the Engadget, Tuaw and JoyStiq tech blogs.

And while former Microsoftie Moore is the likely head of this behemoth, don’t count on the very adept Wilson, who is known as a skilled corporate player at AOL, to stick around without a big role in this arena.

Communications:

Again, advantage Yahoo, which has bigger calendaring, email and instant messaging assets, an area once overwhelmingly dominated by AOL. That was then, of course.

Still, AOL’s communications tools are used by a huge audience worldwide and the pair together would be a powerhouse. So much so, in fact, that this might be the one major regulatory hurdle any deal would face.

Advertising:

Again, Yahoo would probably dominate, having just hired well-known former Microsoft exec Joanne Bradford to head up U.S. advertising sales. AOL’s top ad exec is Lynda Clarizio, a former lawyer who is considered dogged but much less experienced than Bradford. (Both are pictured here, right to left.)

And, Yahoo does have its search ad business, however weakening, and a stronger graphical ad business, even if the sector will be most under siege in the current down economy.

Plus, AOL’s Advertising.com, while a major ad network, is more of a business subject to bruising competition and squeezed margins.

Community:

Tapan Bhat (pictured here) now rules community at Yahoo, as well as its homepage, having just inherited it from the departing Brad Garlinghouse.

But AOL has a savvy and voluble exec in Joanna Shields, who came recently via its Bebo social-networking acquisition. While AOL woefully overpaid for Bebo and got played into thinking that other bidders were more interested than they actually were, it was Shields (pictured here) who essentially did that playing.

Sign her up for a top exec role in the combined company pronto!

In all seriousness, there is room for both in the newco, as both AOL and Yahoo seriously bite in the social-networking space. They will surely need a lot more than Bhat and Shields if they want to become true players in Web 2.0′s hottest and probably most important trend.

Engineering:

Yahoo. I do not need to explain this, do I?

Okay: AOL has always been incompetent in the technical arena, since its beginning days, compared with Silicon Valley companies like Yahoo.

All yours, Ash Patel!

Management:

Now, it is here that it gets interesting.

Most feel the push by Yang to do an AOL deal–and make no mistake, it is being pushed by him most of all–is due to increased pressure from his board, as well as major investors, who have had just about enough of his leadership.

“There is no way Jerry stays on as CEO in a newco,” said one source about Yang (pictured here). “He’ll be kicked upstairs as chairman, and I will think [President Sue] Decker will also have to go eventually, since there will be a lot of resistance if she is named CEO.”

But, said other sources, these major management changes will not happen immediately, if at all, as it is too distracting in the wake of a deal and ruins the positive “story” that both companies will surely want to spin.

And spin they will! (Go, Tricia! Go, Jill!)

And while he has a reputation for sharkish political skills, especially compared to Yahoo’s very diplomatic U.S. head, Hilary Schneider, expect AOL President Ron Grant to be an important part of the transition, since he is good–almost too good–at cutting costs.

Most expect his boss, AOL CEO Randy Falco, not to be part of the new company, thereby separating him and Grant, who are nicknamed “Smithers and Burns” at AOL, after “The Simpsons” creepy duo.

Most likely, there will be a search for a top-level CEO to take over the combined company–someone of the stature of New Corp.’s No. 2 Peter Chernin or eBay’s former leader Meg Whitman (except now, she is apparently Sen. John McCain’s pick for Treasury Secretary, if the Republican Presidential candidate were to win the election).

“If this has any chance of working out, the board has to push restart on the leadership,” said one person close to the situation, who notes that this deal is Yang’s last chance to truly impact the future of the company he co-founded and preserve its legacy. “Everyone gets that, even Jerry.”

But I think the idea that Yang would leave if there were to be a merger of Yahoo with AOL is wishful thinking on the part of his critics.

He appears tome to be very committed to seeing his vision of turning around Yahoo through.

And those who have counted him out always seem to be the ones who have been typically wrong, such as Microsoft CEO Steve Ballmer and shareholder activist Carl Icahn.

Because, for all the turmoil at Yahoo, it’s Yang still calling the shots.

After its AOL division paid out an insane $850 million for social-networking site Bebo yesterday, one had to wonder if the true digital legacy of Time Warner (TWX) will be as the perpetual gravy train for legions of Web players.

It certainly seems that way, from the original AOL execs who “merged” their company with Time Warner in 2000 and cashed out at the peak right after the deal to the series of ad-networking start-up entrepreneurs who got acquired, took their payouts and skedaddled right on through to the two founders of Bebo–Michael and Xochi Birch–who didn’t even stay long enough for a latte after grabbing their chunk of the payday Time Warner was handing out in crisp bank notes for the social-networking site they founded.

And, more importantly, after one digital misstep after the next dating back to its Pathfinder days–which I have likened to watching someone fall down an endless staircase–one also has to wonder if Time Warner will ever see any of the upside of the Internet itself.

I remain dubious.

And after interviewing numerous sources close to the company yesterday after the Bebo deal was announced, I am even more certain of more trouble ahead.

Here’s why:

1. While I have always admired Bebo for its innovation and cool ideas about content (I love its “KateModern” online series, as you can see here), AOL essentially just forked over all that money for an audience of primarily teenagers in England, which is Bebo’s biggest market by far (but where Facebook has pulled to No. 1 in a year).

And while Bebo execs would argue with me about this, especially since international aspirations were touted by AOL yesterday, it has no more international traction than much more powerful leaders Facebook and MySpace. More significantly, its size in the important U.S. market, which is hoped will be helped by a marketing boost from AOL, is small and further traction remains questionable.

To be fair, AOL also touted the high engagement levels, which Bebo does have in terms of both minutes and page view per user.

2. Sources close to the company say AOL CEO Randy Falco and President Ron Grant–who are none-too-lovingly called Burns and Smithers at AOL–kept the deal a relative secret from most other execs, including those who might be majorly impacted.

It is not abnormal for acquisitions to be done in a tight group, but was apparently excessive in this case, and reminds one of the sneakiness of former Time Warner CEO Jerry Levin in the troubled AOL merger.

3. Sources said Falco had repeatedly told execs at AOL that he had to do a “big property” acquisition to move the needle, which has not been exactly moving at the unit of late, in order to show Wall Street that AOL had a social-networking strategy. “It’s like constantly scrambling eggs, by doing big new moves, you can hide the problems,” said one exec.

4. The turmoil in its online advertising unit, dubbed Platform A back in the fall, is real and profound and extraordinarily troublesome, given that it is supposed to be the engine to make the Bebo financial projections work at AOL. As I wrote earlier, Bebo needs that jump-start given its small revenues and profits.

The recent departure of three of the key executives who were supposed to be part of Platform A’s success–VP of Marketing Solutions Kathy Kayse and EVP for Global Advertising Strategy Dave Morgan in February, as well as Platform A President Curt Viebranz last week–is worrisome, even though it has been floated by AOL as a housecleaning.

But, curiously, all get good marks for competence from many and had, in fact, been recently touted as saviors by AOL. They do share one thing in common, said several sources: Run-ins with Grant, over cuts in spending and disagreement over aggressive sales projections in a recessionary economy.

In addition, all the key execs from its Tacoda acquisition are gone, along with those from its Quigo buy.

And, while its Advertising.com top exec Lynda Clarizio has taken over Platform A and is considered a strong exec and a “go-getter,” many sources told me she also reportedly had similar testy run-ins with Grant, before he recently was quoted on her promotion: “There is no one better qualified to do this than Lynda, whose track record at Advertising.com has been nothing short of stellar.”

While corporate departures and infighting are also common at many companies, especially over budgets and performance expectations, the level of rancor at AOL has been high.

5. Perhaps most importantly, it remains a mystery to me and many others I talked to yesterday that AOL has not truly attempted to take its very powerful properties like AIM and ICQ and make them more social, building applications on top of already robust ones and partnering around the Web.

“Didn’t AOL invent the social graph with Buddy Lists?” said one perplexed Silicon Valley luminary to me. Yes, indeedy, it did.

Thus, I am still trying to figure out why AOL–which was built on the pillars of community, communications and connectivity–has consistently not been able to leverage its still-valuable assets.

I suppose it is sexier to do a big, splashy deal, of course, which takes focus away–for a while at least–of the essential need to take hits, while doing the slow block-and-tackle work it will require to really build a strong ad and social network.

Buying Bebo, the third-ranked social network, for so much and trying to turbocharge it is a very lofty goal, of course, but the real problem with the acquisition is that it feels like an answer in search of a question.

While Bebo President Joanna Shields–who will enter the AOL exec team as part of the deal–and the Birches have clearly built a very interesting property, the weight of Falco’s calling it a “game-changer” on which AOL’s future rides could turn out to be much too much for Bebo to carry.

That is, especially with that heavy bag of Time Warner cash it is also shouldering.