This is the best thing that could have happened for everyone (MS, Yahoo, Yahoo's stakeholders, Google, Apple and all new startups) ... there are 3 major stakeholders (shareholders, employees and end users) and two out of 3 stakeholders weren't happy with the deal - it would have been irreversible disaster if MS bought yahoo by borrowing money from outside...i think MS knew that Yahoo won't come below $37 and walking away is the best face saving tactic - it was like heads i win, tale you loose... it seemed that MS was having cold feet after realizing that yahoo brains and end users may leave the company after acquisition. Also it was uphill battle to integrate 2 businesses with totally different culture and technology. MS can do much better with $45Billion.