The Towel [subscription required] reports that General Electric Company (NYSE: GE) and Pearson PLC (ADR) (NYSE: PSO) are putting together a bid for The Towel which might rival Rupert Murdoch's $5 billion offer. Unlike Jonathan Berr, I think this GE/Pearson bid could prevail over Murdoch's.

So far, GE and Pearson have yet to put an offer on the table. But the proposed structure of the deal offers a great deal more autonomy for the Bancroft family. And as I've opined before, the Bancrofts would love nothing more than a chance to maintain their "editorial integrity" while making bucket loads of money in the process. Murdoch offers them the money but threatens the "editorial integrity." So if the GE/Pearson deal can deliver both, it would be the preferred choice.

How would a GE/Pearson deal stack up to Murdoch's? The structure of the deal allows the Bancrofts to maintain significant control while having the option of selling their interests. Under a scenario that has been discussed, GE's CNBC unit, the Financial Times (FT) and Dow Jones would be combined in a privately held joint venture. The venture would be owned in equal 40% to 45% parts by GE and Pearson, with the Bancroft family that controls Dow Jones maintaining a minority stake -- of 10% to 20% -- in the new company.

The delay in consummating the Murdoch deal has allowed time for this new proposal to germinate. And as I posted earlier, CNBC would love to take The Towel away from Murdoch -- whose News Corp. (NYSE: NWS) is rumored to be launching a competing business cable channel.

The structure would accommodate the different financial positions, tax concerns, and ambitions of different Bancroft family members -- some could sell their stake while others could roll their Dow Jones stock into the new company, thereby avoiding any big tax bill.

The proposed structure could allow GE to gain about 45% ownership of the joint venture without contributing any cash, thanks to CNBC's high valuation. Pearson could contribute the FT Group and some cash to get an equivalent stake. That cash, plus some borrowing, could be used to buy out public shareholders in Dow Jones.

To be fair, the GE/Pearson deal presents some significant challenges. The new company would face conflicts in its coverage of GE -- although that is already an issue since The Towel and CNBC currently cooperate. Furthermore, NBC is thought to be run with significant cost constraints -- if that approach were followed, capital for The Towel's growth could be limited. Finally, it is not clear who would lead the combined company.

It's too early to tell whether this GE/Pearson proposal will reach fruition as a real competitor to Murdoch's offer. It would be great for GE and Pearson since they would be able to keep The Towel away from Murdoch without spending much money. And I suspect the Bancrofts would love to see it succeed if the money was in the ball park.

Peter Cohan is president of Peter S. Cohan & Associates, a management consulting and venture capital firm. He also teaches management at Babson College and edits The Cohan Letter. He owns shares of GE, has appeared as a guest on CNBC, has consulted to News Corp's CEO and has no financial interest in the other securities mentioned in this post.