Someone I respect a lot thought my article in the current issue of Fortune about Gil Amelio’s latest venture was “a bit heavy-handed and gossipy.” The article, “A SPAC That Went Splat,” is about a special purpose acquisition company, also known as a blank-check company, organized by some prominent Apple (AAPL) alumni from yesteryear, including Amelio, longtime IBMer (IBM) Ellen Hancock and co-founder Steve Wozniak.

You can read my piece and judge for yourself its relative heavy-handedness, which I interpret to mean my having been unkind to Amelio, as well as whether or not the article is merely gossipy, again, which I suppose is a way of saying it is titillating yet trivial or irrelevant.

I’ve already mentioned that I respect my critic quite a bit, so I thought about the criticism. Unsurprisingly, I respectuflly disagree. This story is important because it’s one of managerial hubris and investor naivete. Amelio and his crew spun a tale of newfangled convergence and then went out and bought a plain-vanilla dog of a semiconductor company. Investors, wowed by big names and their association with an unqualified success — that would be Apple — forked over $176 million for Amelio’s SPAC. (It’s worth about $14 million today.) Never mind that Amelio hadn’t been at Apple for 10 years, that Wozniak had been gone longer and that Hancock’s last big effort was a Web hosting company that went kaplooey.

SPAC’s have an alarming level of respectability these days. Yet all they are is a bet on a management team. (My colleague Jennifer Reingold explained last year how they work here.) They’ve been called poor-man’s private equity firms, but even the worst private-equity shop makes numerous bets, not one, as a SPAC does.

Andrew Ross Sorkin recently wrote an entertaining column in the New York Times about one prominent SPAC. He ended with the observation that only one prominent investment bank, Goldman Sachs (GS), so far had stayed away from underwriting SPACs.

Exactly a month later The Wall Street Journal reported that Goldman will enter the field , though with a slight twist. It will allow management to own only 10% of the purchased company, rather than the typical 20%. As if that makes the whole thing virtuous.

Is it heavy-handed and gossipy to expose how management enriches itself, generates fees for investment bankers (including, potentially, the high and mighty Goldman Sachs), and pulls one over on investors?

I think not.

Netscape, we hardly knew ye. This Friday AOL, which, like Fortune Magazine, is part of the Time Warner (TWX) empire, will become a zombie browser. AOL announced late last year that it will no longer support Netscape, meaning that it won’t update features or provide security upgrades. That means the few people who continue to use the browser should stop. Already, AOL is recommending that Netscape users switch to Firefox.

It’s a peculiar quality of the technology industry that such important companies and products can simply vanish in so short a time. Netscape went public just a dozen years ago and sold to AOL in 1999 for $10 billion. Its battle with Microsoft (MSFT) spawned an epic antitrust fight with the Justice Department, a topic covered in an interesting Financial Times column today.

Most interestingly, though, is the story of how Netscape itself gave birth to Firefox, today’s browser of choice for non-Apple (AAPL) users who prefer not to use Microsoft’s Internet Explorer. I use Firefox and cover Silicon Valley, but I didn’t quite know the whole story of how Firefox came to be. It was told quite well today in an article in the San Francisco Chronicle.

It’s been a couple days since what has now been a widely panned dud of a keynote speech by Steve Jobs at Macworld. No “one more thing … ” No breathtaking surprises. No stunning celebrity. (Randy Newman? Come on.)

I was in the audience, and I thought the lower-key keynote was just fine. It’s true that Jobs blew no one away. Top honchos from Twentieth Century Fox and Intel (CEO) won’t wow the crowd. Movie rentals can’t compare with the reinvention of an industry. And while Apple’s (AAPL) new ultrathin notebook looks fabulous, it’s not priced for the mass market. (And will people pay $1800 and up for a device with no Ethernet port? These are the types of topics geeks can endlessly debate.)

But so what? After a year like Apple had last year, it’d be silly to try to blow people away at Macworld. Perhaps it was better to lower expectations. I’m guessing that whether intentionally or not, that’s what Jobs did on Tuesday. And for what it’s worth, while Randy Newman isn’t as sexy as John Mayer or Kanye West, past Macworld performers, his two songs were really good.

The faithful’s disappointment had nothing on Wall Street’s, though. Apple’s shares have now fallen $19, or almost 11%, since Monday’s closing price. This will seem confusing to market watchers of the amateur variety as well as the pros. No one has answers, only guesses. Citi analyst Richard Gardner, for example, called Tuesday’s stock behavior a “typical seasonal pullback.” His explication covers all the bases:

While we are surprised by the magnitude of today’s pullback in Apple shares following an as-expected Macworld keynote, we believe the reaction reflects the view that today’s product announcements will do little to help Apple during [the first half of calendar-year 2008]. The products either represent minor enhancements to existing products (i.e., software updates for iPhone and iPod touch), niche products (i.e., the new ultraportable MacBook Air) or new services that will drive iPod and AppleTV sales over the long-term but contribute little or nothing to operating income during 2008 (i.e., iTunes movie rentals).

Trying to understand the selloff almost isn’t worth the effort. Apple is one of those stocks that defies explanation. It was equally tough to understand is recent high of almost $203.

So focus instead on how the company is valued. At $160 a share, Apple trades for about 31 times expected earnings for its year that ends in September. Analysts expect Apple to grow earnings this year about 31%, an astounding growth rate for a company this size. Next year they see 25% growth. In other words, at its current multiple, Apple is getting little or no premium to the market, despite the iPhone working out to be a bigger than expected seller and the Macintosh picking up speed. (Google (GOOG), by the way, at $616, is off 18% from its high. It trades for about 30 times expected 2008 earnings and is expected to grow by 33% … I’m just saying … )

Apple reports earnings next week. It has a habit of underpromising and overdelivering. It isn’t the expensive stock it used to be.

Mighty Microsoft (MSFT) held its annual shareholders meeting today in Redmond, Wash. I know this because the company sent me a press release about it.

I quickly skimmed the blah, blah, blah about “positive customer momentum” and “strategy of investing in innovation,” and, for some reason, took a careful look at Mr. Softee’s board of directors, which the company printed in the release. Here’s the roster, with emphasis added to make the point I’m about to discuss:

Microsoft’s board of directors consists of William H. Gates, Microsoft chairman; Steven A. Ballmer, Microsoft chief executive officer; James I. Cash Jr., Ph.D., former James E. Robison professor of business administration at Harvard Business School; Dina Dublon, former chief financial officer of JPMorgan Chase; Raymond V. Gilmartin, former chairman, president and chief executive officer of Merck & Co. Inc.; Reed Hastings, founder, chairman and chief executive officer of Netflix Inc.; David F. Marquardt, general partner at August Capital; Charles H. Noski, former vice chairman of AT&T Corp.; Dr. Helmut Panke, former chairman of the board of management at BMW Bayerische Motoren Werke AG; and Jon A. Shirley, former president and chief operating officer of Microsoft.

I think you can see where I’m going. That’s six out of ten “formers” on the board, seven if you count Bill Gates, former CEO. Not counting CEO Steve Ballmer, there is precisely one current operating executive on the board, Reed Hastings, CEO of Netflix (NFLX), an innovative company that is nonetheless a pipsqueak in a narrow market niche.

Buzz words aside, Microsoft still hasn’t been able to shake itself from the torpor of having its butt kicked by Google (GOOG) in the online advertising world. By comparison, Google’s board includes the presidents of Princeton and Stanford, and the CEOs of Genentech (DNA) and Intel (INTC). Apple’s (AAPL) board includes the CEOs of Google, Genentech and J. Crew (JCG).

Could it be that Microsoft’s board of “formers” isn’t helping matters?

Last week I wrote about the revelation that Steve Jobs in a way is the biggest Windows applications developer of them all because of how frequently iTunes is downloaded onto PCs. The insight came from an interview with the Apple (AAPL) CEO by Walt Mossberg at the Wall Street Journal’s tech conference in Southern California. Today, the WSJ’s million-dollar-man expanded on his own interview with a fascinating explanation of just how clever Apple is in exploiting its window into Windows.

What particularly caught my eye in Mossberg’s lesson was his discussion of how iTunes allows users to share their music libraries with others on the same computer network. Listen to Walt, with my emphasis added:

Out of the box, each copy of iTunes looks for other shared iTunes music libraries on your local network. It doesn’t share your library unless you authorize it to do so. The user merely has to go into iTunes’ Preferences function (under the Edit menu in the Windows version), click on the Sharing tab and select “Share my library on my local network.” You can choose to share your entire library or just selected playlists. You can require people to enter a password to gain access, or not. You can also turn off the function that allows you to see others’ libraries.

I’m emphasizing this for the simple reason that Apple requires you to OPT IN to its function to share your music with others. Most other companies - including that company that does no evil, Google (GOOG) - probably would go ahead and enable the software to share unless you OPTED OUT. That’s the deal Google asks book publishers to follow, for example. If they don’t want their copyrighted titles indexed on Google they need to say so. Similarly, YouTube (owned by The Goog) asks content producers to inform them if their property shows up on YouTube in an unauthorized way. (It also bugs me that YouTube requires tags, even if I have no interest in tagging my videos; whose purpose does that serve?)

Asking users to opt out of services you want them to use is at best arrogant and at worst evil. Opting IN is the respectful way to do business on the Web. Am I wrong?

(Have your say below, or, more anonymously, in this poll.)

I don’t often gush about products. I’m just not a gadget guy. I liken my knowledge of computer-related toys to my fluency in Japanese a decade ago: Pretty darn good compared to someone who speaks no Japanese; pretty weak compared to someone who does.

Anyway, I’ve just started using a product that is gushworthy. It’s called the Flip camcorder, and it’s made by a San Francisco technology company called Pure Digital Technologies. What’s so great about the Flip is that 1) it’s cheap; 2) the quality is darn good; and 3) it is brain-dead easy to connect to YouTube. In other words, for $120 or $150, you can get a really basic camcorder and then quickly post videos on the Web, as my fellow CNNMoney blog MediaBiz did recently. Trust me, it’s an instant grandparent pleaser. This product isn’t for the ultra-techy crowd. It’s for people like me, who haven’t gotten around to buying an expensive camcorder (I will) and spending hours editing videos.

As for the business, this is Pure Digital’s second product line, the first being a single-use (i.e., disposable, though the company works hard to recycle them) digital camera. The company is funded by Sequoia, Benchmark, Morgan Stanley (MS) (hey Mary … missed you at D!) and others. It’s already selling Flips at retailers like Best Buy (BBY), Target (TGT) and Costco (COST) and promises to add a bunch more. What Pure Digital has gotten right is incorporating seemless software into a small device that you’re happy to toss into your bag and forget about when you’re not using. It’s really similar, in fact, to how Apple (AAPL) built the iPod around its iTunes software. And it’s got me thinking, why in the world doesn’t Sony do this? And if it won’t, why wouldn’t Sony (SNE) buy Pure Digital?

By the way, to see the Flip in action, watch this short video of Pure Digital CEO Jonathan Kaplan talking about his own company:

The broad world of technology industry gurus and enthusiasts alike still are basking in the glow of the amicable appearance Wednesday night by Microsoft (MSFT) Chairman Bill Gates and Apple (APPL) CEO Steve Jobs. The two most often are portrayed as bitter enemies. But in a bit of staged theater that clearly also was genuine, the two spoke at length of their mutual admiration and shared experiences. Josh Quittner has a pitch-perfect review here about what it was like to be in the room.

Perhaps the best moment of the evening came when veteran investor Lise Buyer, a daughter of journalists, asked what easily was the best question of the evening: What did each man admire about the other and wish he had been able to do differently? Their answers were deeply sincere and reflected the strengths and weaknesses of their respective companies. Gates said he admires Jobs’s “taste,” and implicitly acknowledged the many criticisms over the years that Microsoft is a rather artless imitator, a ruthless company that goes for profits over style. Jobs noted that Gates always got “partnering” better than he did, in part because Microsoft, initially a software-only company, needed others from the beginning. Jobs acknowledged there, without using these words, that if only Apple hadn’t remained so closed so many years ago it could be Microsoft’s size today.

A final reflection. Gates and Jobs repeatedly were asked their view of the future. Gates, who is transitioning into a full-time philanthropist, was willing to share thoughts on new kinds of screens, for example. Jobs pointedly refused to share his thoughts, obviously because he doesn’t want to forecast where Apple is going. Gates is moving on to become a senior statesman of the industry. Jobs is still very much in the thick of the fight.

Apple (AAPL) CEO Steve Jobs let loose a doozy of a one liner at today’s D conference in Southern California. Under friendly questioning from the Wall Street Journal’s Walt Mossberg (and from the newspaper that won a Pulitzer prize on options backdating, not one question about the subject for Jobs), the man in the black turtleneck said that the number of copies of iTunes that exist is “several” times the number of existing iPods, or hundreds of millions. That means that Apple is one of the biggest developers of applications that work on Microsoft’s (MSFT) Windows machines, right? “It’s like giving a glass of ice water to somebody in hell,” said Jobs.

Jobs also made an interesting comment about Apple TV, which Brent Schlender eviscerated in the new issue of Fortune. He called the product a “hobby,” not a business. Apple, he said, is in three businesses and a hobby, the three businesses being Macintosh computers, music and phones. That certainly puts things in perspective, no?

Finally, showing that he does have a sense of humor, Jobs said he has read the uproarious, and often nasty, Web site Fake Steve Jobs. “I get asked a lot if I know who writes it,” he said. “And I don’t. But I’ve read it a few times, and it’s funny.”

Microsoft (MSFT) needs to be a company of “multiple muscles,” says Steve Ballmer, the company’s unusually calm CEO. In a genial interview with the Wall Street Journal’s Walt Mossberg Wednesday morning, Ballmer presented a picture of a plodding, predictable, unexciting company. He couldn’t quite say when Microsoft will make some progress against Google (GOOG) in its weak share in Internet search. He couldn’t say why exactly the new Vista operating system was overly complex when it was released. He didn’t particularly enlighten the audience on just why Microsoft is paying $6 billion to buy online ad agency aQuantive (AQNT). By the way, Ballmer won’t mention Google’s name, referring to it merely as “the market leader;” He is willing say the word Yahoo (YHOO), but Mossberg didn’t ask him if Microsoft would like to buy Yahoo.

Microsoft has 78,000 employees today, and Ballmer acknowledged that getting things to happen outside of the “central planning committee” is a major challenge. Listen carefully, and Microsoft has become a company of excuses. If Zune isn’t so hot right now, Ballmer implies, it’s just a beginning. As for why it’s brown: “It’s the color that all the dirt bike riders really want.” (Read Brent Schlender’s biting critique of Zune, along with Apple’s (AAPL) Apple TV, here.)

As for those multiple muscles, Ballmer points out that just as Microsoft added selling to big businesses to its original business of selling sofware only to computer makers, today it’s trying hard to add two new business models: consumer electronics and advertising. “We’re going to keep coming and coming and coming and coming, just as we did in the enterprise, and just as did in phase one,”he said.

Trying, trying, trying. You almost feel sorry for Microsoft.

I didn’t attend Zuckfest in San Francisco Thursday. (I was busy, not uniterested.) But I did read David Kirkpatrick’s comprehensive report on what Facebook is up to with its new platform concept, as well as a whole bunch of other descriptions of the attempt by CEO Mark Zuckerberg - whom I’ll always remember for his one-of-a-kind business card - to create Macworld-like drama the way Apple (AAPL) CEO Steve Jobs does. (Particularly worth reading is a contrarian take by paidContent.org that throws a fair amount of cold water on Facebook’s dramatic announcement.)

What interests me here is whether anyone over about 25 will really use Facebook, including folks who use it in college and then go out into the real world. Last fall, when Facebook started expanding to allow corporate e-mails to be used to establish accounts (around the same time the company reportedly turned down a billion-dollar offer to be bought by Yahoo (YHOO)), I asked Facebook to start one for Fortune’s editorial employees. I then invited everyone on staff to be my “friends.” Three accepted, and I’m not naming names, nor did I take the rejection personally. It was more that no one seemed to care. Since then I’ve been steadily getting invitations from all over the place for people to be my “friends,” many from people I’ve never met or met only once. My hunch is that adults are finding out about Facebook and then inviting everybody they can think of. But will they actually visit the site and see who is “poking” them? I seriously doubt it. I don’t use LinkedIn much either, but I know that lots of people do, and I understand why: It’s got content that helps them do their job. And even then, it’s not like you’re going to spend a ton of time on LinkedIn, the main premise behind Facebook and News Corp.’s (NWS) MySpace. Professionals get in and get out. They’re too busy to do otherwise.

(Will adults use Facebook? Have your say in this poll.)