Microsoft is consulting with Bear, Stearns & Co. CEO Alan Schwartz on how to successfully complete a $42 billion deal with Yahoo! The question is, why? Observers believe it is obvious that Microsoft did not recruit Schwartz for frontline negotiations where it has a group of bankers already in place. Microsoft is already being advised by top names in M&A from Morgan Stanley and the Blackstone Group, which compete with Bear Stearns. Paul Taubman is a head of investment banking who, among other projects, advised Cablevision Systems in its struggle with the Dolan family. Still a good friend of Yahoo! co-president Susan Decker, Jill Greenthal is the former co-head of CSFB's global media group who counseled Yahoo! in its 2003 $1.8 billion acquisition of search company Overture Services. However, Schwartz is a well known 'veteran dealmaker.' He was appointed as Bear Stearns' CEO last January following the bank's monstrous write-down caused by the subprime mortgage marketplace. Only a few bankers have the reputation and wherewithal to 'make rain' on Wall Street these days. Found at banking's highest professional levels, they include, among others, Roger Altman, Robert Greenhill, Felix Rohatyn and Bruce Wasserstein. Schwartz once helped Time Warner's former CEO Richard Parsons fend off an attack from financier Carl Icahn and Lazard CEO Wasserstein. In 1996, he advised Walt Disney's then-CEO Michael Eisner on the Capital Cities/ABC Inc. acquisition. Now, observers speculate that Schwartz could fortify Microsoft's M&A ability and could counsel Steve Ballmer on when to begin another approach. He could communicate with the advisers and the involved shareholders, many of whom are also Yahoo! shareholders.