ICAHN: WELL, YOU KNOW, I REALLY -- I WOULDN'T SAY CLOSELY AND I WOULDN'T WANT TO TALK ABOUT IT ANYWAY, YOU KNOW? I WOULD JUST TELL YOU THAT I DO BELIEVE THAT MICROSOFT REALLY EVENTUALLY WOULD WANT AND WOULD NEED THIS COMPANY. SO, YOU SAY, WELL, YOU KNOW, YOU CAN'T SAY THAT THERE WILL BE A DEAL NEXT WEEK, BUT HOPEFULLY THERE MIGHT BE SOMETHING. AND WHAT I THINK THE SHAREHOLDERS HAVE TO DO HERE IS MAKE THEIR WILL KNOWN AND TELL THESE GUYS THAT THEY'RE NOT GOING TO ACCEPT SOME ALTERNATIVE DEAL AND THEY'RE GOING TO OUST THEM, THEY'RE GOING TO OUST THEM IF THEY DON'T GET SOMETHING DONE HERE.

FINERMAN: CARL, I THINK YOU SENT A REALLY STRONG MESSAGE TO THEM. THIS IS PROBABLY THEIR WORST NIGHTMARE TO WAKE UP SEEING YOU LAUNCHING A PROXY FIGHT AND ALL YOUR FRIENDS BILING IN, BOONE, PICKENS AND PAULSON. I'M SURE YANG DOESNT WANT TO BE OUT FROM THE COMPANY, WHICH COULD HAPPEN AUGUST 1st. WOULD YOU BE INTERESTED IN HAVING ANY CONVERSATIONS WITH THEM PRIOR TO THE ANNUAL MEETING TO SEE IF YOU COULD WORK SOMETHING OUT?

ICAHN: CERTAINLY. I DO TALK TO THEM, YOU KNOW, OCCASIONALLY AND MAYBE MORE THAN OCCASIONALLY ON THE YAHOO! SIDE.YOU CERTAINLY WANT TO SETTLE THESE THINGS. AND -- HOWEVER, I REALLY BELIEVE THAT THE ONLY ALTERNATIVE IS NOT AN ALTERNATIVE, IT'S A SALE. AND THAT IS SOMETHING THAT I THINK, IF WE DON'T DO IT AND WE DON'T CHANGE THIS BOARD OR CHANGE IT IMPORTANTLY, I BELIEVE THAT THAT WOULD BE A PROBLEM DOWN THE ROAD BECAUSE I AM NOT SURE. EVEN THOUGH I THINK MICROSOFT REALLY WANTS THIS, I'M NOT QUITE SURE THAT THEY'LL DO IT WITH THIS BOARD, BUT WE'LL SEE.

RATIGAN: HOW OFTEN ARE YOU FINDING, IF AT ALL, CARL, YOU'RE ABLE TO TALK DIRECTORY WITH YAHOO! MANAGEMENT AWAY FROM THE PUBLIC THEATER OF SUE DECKER ON CNBC OR TALKING WITH US HERE OR ANOTHER PUBLIC VENUE? HOW FREQUENTLY ARE YOU ABLE TO ACCESS YAHOO! MANAGEMENT IN A PRIVATE CAPACITY?

ICAHN: WE'VE BEEN ABLE TO TALK. THAT'S NOT THE ISSUE. THE ISSUE IS WHAT DOES THAT GET YOU. I MEAN, IT'S ONE THING TO TALK AND EVERYBODY SAYS, OH, YOU KNOW, WE'LL DO THE RIGHT THING FOR SHAREHOLDERS, WE REALLY WOULD SELL THE COMPANY AT THE RIGHT PRICE. I MEAN, THAT'S PRETTY MUCH THE MANTRA. BUT IT'S NOT WHAT'S REALLY HAPPENING. AND AFTER REALLY THIS FILING THAT LAWSUIT, I SORT OF REALIZED WHAT LENGTH THIS COMPANY AND BOARD WOULD GO TO TO ENTRENCH THEMSELVES. AND IT'S A SAD COMMENTARY, I REALLY BELIEVE, BECAUSE YOU DO HAVE A FIDUCIARY OBLIGATION TO YOUR SHAREHOLDERS.THE SHAREHOLDERS DON'T WANT THIS. OBVIOUSLY, THEY WANT TO SEE A SALE TO MICROSOFT, WHICH I THINK IS GOOD FOR OUR WHOLE BUSINESS SOCIETY. I MEAN, TO DO SOMETHING LIKE THIS AND HAVE A REAL COMPETITOR FOR GOOGLE.

RATIGAN: TO THAT END, I'M CURIOUS BECAUSE YOU KEEP BRINGING THAT UP, THE NATURAL BENEFIT TO BOTH MICROSOFT AND YAHOO! OF DOING THIS TRANSACTION BECAUSE OF THE STRENGTH OF GOOGLE RIGHT NOW. IF A TRANSACTION WAS TO COME TO BE, CARL, THAT WAS FINANCIALLY SUITABLE TO ALL PARTIES AND ALL THE REST OF IT, WOULD YOU BE INCLINED -- AND THIS IS A HARD QUESTION I SUPPOSE TO ANSWER -- BUT WOULD YOU BE INCLINED TO STAY WITH IT, COMBINE MICROSOFT/YAHOO! HAS A COMPETITOR TO GOOGLE.

ICAHN: WHEN YOU SAY "STAY WITH IT," YOU MEAN CONTINUE TO HOLD THE STOCK?

RATIGAN: YES

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