The New York Times Co. (NYSE: NYT) committee that vets candidates for the company's board has agreed to meet with dissident shareholders seeking board seats from Harbinger Capital Partners and Firebrand Partners.

According (subscription required) to the Wall Street Journal, "The meeting could be a first step toward a decision to recommend a vote for some of the group's nominees. Such a decision could avert a threatened proxy fight by the shareholders, Harbinger Capital Partners and Firebrand Partners, which Monday disclosed they had raised their stake in the publishing company to 19%."

I have to say, this "looming proxy fight" is one of the biggest non-stories in activist investing in recent memory. The Sulzberger family controls the company's fate through a dual-class share structure. Even if Harbinger and Firebrand do gain control of four seats on the 14-member board -- the most they can because the family controls the other nine seats -- they'll be a minority with no leverage. After they get four seats, that's it. Nowhere else to go.

Their meetings with the company's board, and any conversations they have with the company if they do get seats on the board, are the equivalent of two guys sitting in a bar, talking business over a beer. Maybe the Sulzberger's will listen, maybe they won't. But having seats on the board won't get them anywhere.

Firebrand Partners chief investment officer Scott Galloway writes 13-D letters that are straight out of Oprah: after acquiring a stake in Gateway, he wrote that "There is nothing wrong with Gateway that can't be fixed with what's right with Gateway." That investment ended in victory when Acer acquired the company.

Now Galloway is making headlines with his investment in the New York Times Co. (NYSE: NYT), and is sending similarly cuddly letters to top brass and attaching them to 13-Ds: "The New York Times is a great institution controlled by the Sulzberger family, and we have no illusion about, or desire to change, that fact."

For entertainment value, the Jerry Springer of activist investors, Dan Loeb, is much better. But according (subscription required) to the Wall Street Journal, Galloway's approach may work well: "Instead of being hostile, he offers what appears to be constructive criticism."

At the New York Times, though, I don't think it will work. Galloway has no leverage. A carrot and stick approach can work nicely -- "We're here to help but we'll get more hostile if necessary." But at the Times, Galloway is fighting for minority representation on an entrenched board.

If he gets on, he won't be able to do much unless the controlling family decides it wants to make the changes he's suggesting -- and if they do, there's no need for him to be on the board!

And if they don't listen to him? Nothing.

Maybe the U.S. is heading into a slowdown, and maybe private equity and traditional M&A has been slowing down in recent months. But there are many deals still pending, and regardless of the economy the temptation for consolidation and acquisitions is just going to be too great for nothing new to occur in this space. Below are some snippets from many deals going on in recent IPO's, M&A, private equity, and more.

• The New York Times (NYSE: NYT) has been under fire before, but this time might be the charm. See the story at TheDeal.com.
• While Biogen-Idec (NASDAQ: BIIB) is under pressure to add three board appointees by Carl Icahn, he might not have such an easy time in driving a giant biotech's stock price.
• This infighting between Barry Diller of IAC/Interactive Corp. (NASDAQ: IACI) and John Malone's Liberty Media Holding Corp. (NASDAQ: LINTA) is getting stranger and stranger . . . even the reasoning or goals are not clear.
• Alliance Data Systems (NYSE: ADS) is an interesting situation, despite the private equity acquisition of it all but formally blowing up. I am not convinced this one is dead entirely because of lawsuits and break-up or termination fees likely, but it's hard to imagine the original terms being anything realistic now.
• The deal where Bank of America Corp. (NYS: BAC) is in the process of acquiring mortgage lender Countrywide Financial Corp. (NYSE: CFC) is not changed by the recent earnings out of Countrywide. That's the stance of management anyway.

Mysterious is the mind of media tycoon Rupert Murdoch. Now comes word that the News Corp (NYSE: NWS) CEO considered making a bid for The New York Times Company (NYSE: NYT). Exactly how long the mogul entertained such a notion isn't clear. Of course, he eventually went after Wall Street Journal parent Dow Jones & Co. (NYSE: DJ).

Can you imagine a New York Times owned by Murdoch? Frank Rich, Thomas Friedman, Paul Krugman, and Maureen Dowd probably couldn't either. I am sure the four of them would have screamed bloody murder at the thought of working for Murdoch. New York Times Chairman Arthur Sulzberger, whose family has a iron-clad grip on the publisher, would never sell. But Murdoch, who sees The Times as a symbol of all that's bad and liberal about the media, knows all of these and many other reasons why he will never own the Grey Lady. So, why would he waste his time with such a ludicrous idea? I have no idea but dealbook.blogs.nytimes.com/2007/11/15/did-murdoch-mull-a-times-offer/, The Times' business blog, has a novel theory.

"it's possible that the crafty media baron is playing games with the paper he wishes to destroy." the site says.

You think?

The shareholder meeting for the New York Times (NYSE: NYT) could be exciting as a group of investors led by Morgan Stanley (NYSE:MS)push for the company to abandon its dual-class stock structure. Institutional Shareholders Services is recommending that investors withhold support from the company board of directors, although such a vote will have little in the way of practical consequences. The Ochs-Sulzberger family controls most of the company's voting stock.

A change in the company's voting structure would allow shareholders to have some say in the company's management. Washington Post Company's(NYSE:WPS)Chairman Donald Graham believes that a change in the share structure at the New York Times would make the company a takeover target, and that a new owner might not spend as much on newsroom budget.

He's probably right. But here's the problem: As a public company, the New York Times has a responsibility to generate value for its shareholders. If the Ochs-Sulzberger family wants to run the company in a manner that does not benefit minority shareholders, they should do the right thing -- take the company private.

But as long as the New York Times is a public company, the board has a fiduciary responsibility to take steps to boost shareholder value. The 5-year chart demonstrates their failure on that front: