Bristol-Myers Squibb (NYSE: BMY) has made a $60 a share offer for the part of ImClone (NASDAQ: IMCL) that it does not already own. ImClone chairman Carl Icahn does not think tha$60 is high enough, despite ImClone trading below $40 in June. The offer seems like a pretty good deal, and since BMY owns 17% of ImClone , there is not likely to be another bidder.

According to The Wall Street Journal, ImClone's board appointed a committee to review last week's $60-a-share offer, but the biotechnology company said the board's "preliminary view is that offer substantially undervalues ImClone."

Icahn should take the money and run. Bristol-Myers clearly has the option to withdraw its bid and watch the stock drop back to $45. Holders of ImClone stock would likely get POed at Icahn, and is it any wonder?

It is not a perfect match, but the ImClone negotiations are starting to shape up the way Microsoft's (NASDAQ: MSFT) talks with Yahoo! (NASDAQ: YHOO) did. Microsoft needed Yahoo! for its internet strategy. No other company was going to pay a large premium for the portal's shares. When Microsoft walked away, Yahoo!'s share lost a third of their value.

Icahn has a history of pushing for a better deal. His batting average on recent investments is hardly perfect. He is not doing anyone, including himself, any favors by fighting with Bristol-Myers.

Douglas A. McIntyre is an editor at 247wallst.com.