Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  SCHNEIDER HILARY
2. Date of Event Requiring Statement (Month/Day/Year)
04/02/2009
3. Issuer Name and Ticker or Trading Symbol
YAHOO INC [YHOO]
(Last)
(First)
(Middle)
701 FIRST AVENUE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, North America
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SUNNYVALE, CA 94089
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 125,000 (1)
D
 
Common Stock 50,000 (2)
D
 
Common Stock 100,000 (3)
D
 
Common Stock 40,520 (4)
D
 
Common Stock 40,520 (5)
D
 
Common Stock 40,520 (6)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option ( right to buy )   (7) 10/25/2013 Common Stock 425,000 $ 24.49 D  
Employee Stock Option ( right to buy )   (8) 02/26/2014 Common Stock 75,000 $ 32.12 D  
Employee Stock Option ( right to buy )   (9) 08/27/2014 Common Stock 150,000 $ 23.03 D  
Employee Stock Option ( right to buy )   (10) 02/25/2016 Common Stock 88,970 $ 12.48 D  
Employee Stock Option ( right to buy )   (10) 02/25/2016 Common Stock 300,000 $ 12.48 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SCHNEIDER HILARY
701 FIRST AVENUE
SUNNYVALE, CA 94089
      EVP, North America  

Signatures

/s/ Hilary Schneider 04/10/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Represents a grant of restricted stock units under the Yahoo! Inc. 1995 Stock Plan. Each restricted stock unit represents the contingent right to receive, upon vesting of the unit, one share of Yahoo! Inc. ("Company") common stock. All of the units are scheduled to vest on 10/25/2009 as long as the reporting person remains in the service of the Company through the vesting date.
(2) Represents a grant of restricted stock units under the Yahoo! Inc. 1995 Stock Plan. Each restricted stock unit represents the contingent right to receive, upon vesting of the unit, one share of Yahoo! Inc. common stock. All of the units are scheduled to vest on 8/27/2009 as long as the reporting person remains in the service of the Company through the vesting date.
(3) Represents a grant of restricted stock units under the Yahoo! Inc. 1995 Stock Plan. Each restricted stock unit represents the contingent right to receive, upon vesting of the unit, one share of Yahoo! Inc. common stock. One-fourth of the units are scheduled to vest on 4/25/2009, 4/25/2010, 4/25/2011 and 4/25/2012 as long as the reporting person remains in the service of the Company through the respective vesting date.
(4) Represents a grant of restricted stock units under the Yahoo! Inc. 1995 Stock Plan. Each restricted stock unit represents the contingent right to receive, upon vesting of the unit, one share of Yahoo! Inc. common stock. One-fourth of the units are scheduled to vest on 2/25/2010, 2/25/2011, 2/25/2012 and 2/25/2013 as long as the reporting person remains in the service of the Company through the respective vesting date.
(5) Represents a grant of performance-based restricted stock units. The target number of units subject to the award is presented in the table. Subject to certain continued employment requirements, the units are scheduled to vest on 2/25/2012 if, and to the extent that, the Company meets certain annual operating cash flow objectives. The number of units that vest may be 0% to 200% of the target number of units, depending upon performance. The maximum number of units that may vest is 81,040 (200% of the target number). Vested restricted stock units will be paid in an equal number of shares of Yahoo! Inc. common stock.
(6) Represents a grant of performance-based restricted stock units. The target number of units subject to the award is presented in the table. Subject to certain continued employment requirements, the units are scheduled to vest following 2/25/2012 if, and to the extent that, the Company meets certain total shareholder return objectives. The number of units that vest may be 0% to 200% of the target number of units, depending upon performance. The maximum number of units that may vest is 81,040 (200% of the target number). Vested restricted stock units will be paid in an equal number of shares of Yahoo! Inc. common stock.
(7) This option is currently exercisable as to five-eighths of the securities underlying this option. An additional one-eighth of the securities underlying this option is scheduled to vest and become exercisable on 9/18/2009, 3/18/2010 and 9/18/2010, as long as the reporting person remains in the service of the Company through the respective vesting date.
(8) All of the securities underlying this option are scheduled to vest and become exercisable on 2/26/2011, as long as the reporting person remains in the service of the Company through the vesting date.
(9) This option is currently exercisable as to one-fourth of the securities underlying this option. An additional one-fourth of the securities underlying this option is scheduled to vest and become exercisable on 8/27/2009, 8/27/2010 and 8/27/2011, as long as the reporting person remains in the service of the Company through the respective vesting date.
(10) One-fourth of this executive incentive stock option is scheduled to vest and become exercisable on 2/25/2010, 2/25/2011, 2/25/2012 and 2/25/2013, as long as the reporting person remains in the service of the Company through the respective vesting date.

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