Icahn calls on Microsoft to hold out on Yahoo deal

Investor Carl Icahn speaks at the Wall Street Journal Deals & Deal Makers conference, held at the New York Stock Exchange, June 27, 2007.

SAN FRANCISCO (Reuters) - Dissident shareholder Carl Icahn renewed pressure on Yahoo Inc to strike a merger deal with Microsoft Corp and replace Chief Executive Jerry Yang in his latest proxy filing on Thursday.

In papers filed with the U.S. Securities & Exchange Commission ahead of a showdown for control of Yahoo at its August 1 shareholder meeting, Icahn said his nine-member alternative slate of directors still seeks a friendly deal with Microsoft.

However, he called on Microsoft not to consider any alternative transaction short of an outright merger unless it can ensure Yahoo's stock price reaches a level of $33 a share or higher. This was the price Microsoft offered Yahoo in early May which was rebuffed by Yahoo, ending full-out merger talks.

The shareholder activist also reiterated plans to hire a "talented and experienced CEO" to replace Jerry Yang as CEO and return him to his previous role as "Chief Yahoo" -- executive without portfolio and public cheerleader for the company.

Yang, who co-founded Yahoo in 1994, was elevated a year ago this month to replace outgoing CEO Terry Semel.

Icahn says his group beneficially owns 68.8 million shares, or 4.98 percent of Yahoo's outstanding shares.

(Reporting by Eric Auchard; Editing by Braden Reddall)