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Yahoo is urging its shareholders to use the white proxy card to vote for the current board, which the company has nominated to continue serving for the coming year. Additionally, Yahoo is advising shareholders to read the proxy statement that will be filed with the SEC.

Here’s the statement from the Yahoo corporate blog:

Yahoo! will be filing a definitive proxy statement and accompanying WHITE proxy card with the SEC in connection with the solicitation of proxies for its 2008 annual meeting of stockholders. Stockholders are strongly advised to read Yahoo!’s 2008 definitive proxy statement when it becomes available because it will contain important information. Stockholders will be able to obtain copies of Yahoo!’s 2008 definitive proxy statement and other documents filed by Yahoo! with the SEC in connection with its 2008 annual meeting of stockholders at the SEC’s website at www.sec.gov or at the Investor Relations section of Yahoo!’s website at yhoo.client.shareholder.com. Yahoo!, its directors, and certain of its officers may be deemed participants in the solicitation of proxies from stockholders in connection with Yahoo!’s 2008 annual meeting of stockholders. Information concerning Yahoo!’s directors and officers is available in its preliminary proxy statement filed with the SEC on May 22, 2008.

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Following a Microsoft press release today - detailed in the story below - Yahoo has replied to reinforce Microsoft’s confirmation of not wanting to buy “all of Yahoo” - but that it may be interested in doing something with Yahoo.

“Yahoo! Remains Open To Value Maximizing Transactions” the press release was titled. What type of transactions given Google is already supplying PPC ads and WPP just signed to distribute other media.

The most interesting part of the press release was the note about how shareholders can assign proxy votes - given the threats to the current board investors have presented.

The press release read:

Yahoo! Inc. (Nasdaq:YHOO), a leading global Internet company, today issued the following statement in response to the announcement by Microsoft Corporation that it is continuing to review potential transactions with Yahoo!:

“Yahoo! has confirmed with Microsoft that it is not interested in pursuing an acquisition of all of Yahoo! at this time. Yahoo! and its Board of Directors continue to consider a number of value maximizing strategic alternatives for Yahoo!, and we remain open to pursuing any transaction which is in the best interest of our stockholders. Yahoo!’s Board of Directors will evaluate each of our alternatives, including any Microsoft proposal, consistent with its fiduciary duties, with a focus on maximizing stockholder value.”

About Yahoo! Inc.

Yahoo! Inc. is a leading global Internet brand and one of the most trafficked Internet destinations worldwide. Yahoo! is focused on powering its communities of users, advertisers, publishers, and developers by creating indispensable experiences built on trust. Yahoo! is headquartered in Sunnyvale, California. For more information, visit pressroom.yahoo.com.

Important Additional Information

Yahoo! will be filing a proxy statement and accompanying WHITE proxy card with the SEC in connection with the solicitation of proxies for its 2008 annual meeting of stockholders. Stockholders are strongly advised to read Yahoo!’s 2008 proxy statement when it becomes available because it will contain important information. Stockholders will be able to obtain copies of Yahoo!’s 2008 proxy statement and other documents filed by Yahoo! with the SEC in connection with its 2008 annual meeting of stockholders at the SEC’s website at www.sec.gov or at the Investor Relations section of Yahoo!’s website at yhoo.client.shareholder.com. Yahoo!, its directors and its executive officers may be deemed participants in the solicitation of proxies from stockholders in connection with Yahoo!’s 2008 annual meeting of stockholders. Information concerning Yahoo!’s directors and officers is available in its Form 10-K/A for the fiscal year ended December 31, 2007, filed with the SEC on April 29, 2008.

Microsoft’s unsolicited bid to acquire Yahoo is heading down an unpleasant path. This week, Microsoft is reportedly undertaking a proxy fight, sending letters directly to shareholders to garner enough support to oust Yahoo’s board of directors and replace them with a merger-friendly board. A proxy fight is estimated to cost Microsoft up to $30 billion, but was likely seen as a cheaper alternative for Microsoft than raising its bid price.

“We sent them a letter and said we think that’s a fair offer,” Bill Gates, Microsoft’s chairman, told The AP on Monday. “There’s nothing that’s gone on other than us stating that we think it’s a fair offer. They should take a hard look at it.”

At the same time, Yahoo’s current board has approved retention packages and enhanced severance benefits for all Yahoo employees. The aim is to both keep Yahoos around during the threat of a takeover, as well as to give them a more lucrative way out if the Microsoft acquisition is fulfilled.

As outlined in a Form 8-K filing with the Securities and Exchange Commission, employees would get an enhanced severance package if they lost their job or left for “good reason” within two years of a change of control. An employee exercising the package would get a continuation of base salary and health insurance for 4 to 24 months, depending on job level. Employees will also benefit from accelerated vesting of all stock options, restricted stock units and any other equity-based awards previously granted.

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