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Icahn's New Motorola Message

Fix the company first, the activist investor says in his latest letter.




board complacent, billionaire investor Carl Icahn turned up the pressure to get a director seat.

In a letter to Motorola's executive directors Friday, Icahn changed his message a bit, saying stock buybacks and dividends should take a back seat to fixing operational problems.

Icahn says he and his affiliated investment groups have accumulated 68 million shares, a 2.8% stake in Motorola, in a bid to influence the company's decisions. Previously, Icahn had targeted Motorola's lackluster stock performance and huge cash pile as an opportunity for shareholders to benefit from a possible stock repurchase or a massive dividend.

Now, after Motorola's abysmal four-quarter financial-disappointment streak, Icahn says the company's deteriorating business needs immediate help.

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"My experience tells me that Motorola's problems reflect not only operational failures but are also symptoms of a passive and reactive board," Icahn says in his letter.

"Board members' top priority should be to hold management accountable for fixing Motorola's current operational problems," the letter continues.

Icahn says he had hoped to avoid a proxy fight but now vows to push his case even harder.

"I am willing to expend the time, effort and money necessary to seek election through this proxy contest so that all of us will have a shareholder voice on the Motorola board."

Motorola's fortunes have faded last year with the declining popularity of its iconic Razr phone. And there have been no new models to take up the sales slack. In fact, the much anticipated Scpl platform recently

hit a snag, spoiling any chance of an immediate turnaround at the mobile phone giant.

Concluding his letter, Icahn says he wants to be "an active, constructive Board member and to help guide Motorola through its current difficulties so that it can achieve its full potential."

Motorola shares were unchanged in midday trading Friday.