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LONDON -- For the largest hostile takeover in history, one might have expected a bit of fireworks on Friday when



finally responded to

Vodafone AirTouch's

(VOD) - Get Vodafone Group Plc Report

bid. Unfortunately for those favoring an independent Mannesmann, the response was lame and it increasingly looks as though Vodafone is winning the battle.

After promising a vigorous defense, Mannesmann CEO Klaus Esser's formal presentation to a packed audience in Dusseldorf failed to impress, so much so that the two German networks covering it switched their programming before the question-and-answer session.

Vodafone shares jumped 6.7% to close Friday at 327 pence ($5.33), not far from their 52-week high, as investors became convinced that its chances for success in its $130 billion hostile bid had improved. Mannesmann also closed higher, up 6.3% at 258 euros ($261.15).

Adding to Mannesmann's woes was news that

Institutional Shareholder Services

, a Maryland-based group that advises 500 institutional clients including such heavyweights as

Fidelity Investments

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Alliance Capital Management

, is telling clients the benefits of a Vodafone-Mannesmann combination outweigh such risk factors as earnings-per-share dilution, tax liabilities, and additional costs arising from planned divestitures and higher debt levels.

Unfortunately, Mannesmann bears much of the responsibility for Friday's damp squib of a defense to the Vodafone bid.

According to a source at one of the banks advising Mannesmann, which include

Merrill Lynch


Morgan Stanley Dean Witter

, Esser was much too quick to counter Vodafone's bid and as a result the official response had nothing new to offer.

A London private banker, who wished to remain anonymous and is long (very long, he said) Vodafone, could hardly contain his glee at this morning's lackluster defense by Mannesmann.

"You have to say

the defense was weak, and just looking at the market's reaction it seems the pendulum is clearly swinging to a Vodafone win," he says.

He added that when Chris Gent, the head of Vodafone, visited German institutional investors this week he was surprised at the reception. "He was expecting hostility, but quite the opposite, they couldn't wait to hand over their shares to him."

Of course, he would say that. However, the announcement of defensive strategies is meant to go out with a bang, and if there are no firecrackers left in the bag, you can hardly blame the audience for looking elsewhere.