A venerable brewer with a cherished legacy of independence becomes the target of a hostile takeover bid. It fights back — hard — eviscerating the bid as unwelcome and "wholly inadequate." It launches a lawsuit against the suitor.

But after the bid's price goes up once, twice and then a third time, things change. Both sides come to the table to negotiate. The deal is signed and announced to the world.

The abbreviated saga of InBev's courtship of Anheuser-Busch? No. It's the story of the $15.3 billion buyout of U.K. brewer Scottish & Newcastle earlier this year by Carlsberg of Denmark and Dutch brewer Heineken.

Reports are swirling that Anheuser-Busch, after a month of stiff resistance, is talking to InBev after the Belgian brewer sweetened its takeover proposal to approximately $50 billion. Analysts say they've seen this pattern before.

St. Louis-based Anheuser-Busch, the brewer of Budweiser, may be playing a time-honored defensive game designed to make InBev pony up more cash. Although a deal is not yet publicly completed, the path to an agreement is following a familiar template, observers say.

"It's like a ritual mating dance," said Stuart Greenbaum, former dean of Washington University's Olin Business School.

Anheuser-Busch rejected InBev's nonbinding, $47.5 billion buyout proposal on June 26, calling the $65-a-share bid "financially inadequate." But the board of directors coyly added that they were open to considering any proposals that would provide "full and certain value" for A-B's shareholders.

Chief executive August A. Busch IV didn't clear up the main question: By stiff-arming InBev, was Anheuser-Busch just angling for a better deal?

"We're going to do what's in the best interest of our shareholders," he told the Post-Dispatch in an interview on June 27.

THE RHETORIC

In any deal of this magnitude, some rhetoric and posturing are inevitable, said Andrew Holland, an analyst at Dresdner Kleinwort in London. The job of the targeted company's board is to get the bid price up and show it squeezed out more money than the buyer was initially willing to pay.

"To extract the best price for your company, you have to belittle the (first) bid," said Holland. Scottish & Newcastle, for one, was "full of hostile rhetoric and rubbishing the bid." When the price went up, "suddenly it was all friendship and agreement."

But friendship between InBev and Anheuser-Busch seemed out of reach. Last month, InBev — the brewer of Stella Artois and Beck's — asked a Delaware court to rule that Anheuser-Busch shareholders could replace the company's entire board.

Launching a lawsuit while insisting on a friendly deal is rare, said B. Espen Eckbo, a finance professor at Dartmouth College. "It's a little like proposing to your future wife and slamming a prenuptial agreement" on the table, he said.

The companies looked to be headed towards an epic showdown, with InBev holding the stronger hand.

"InBev has clearly meticulously planned and orchestrated this process and has often seemed one step ahead" of Anheuser-Busch, trade publication Beer Marketer's Insights opined on June 30.

LAUNCHING AN ATTACK

Last week, InBev proposed a new slate of directors for Anheuser-Busch, including several former executives of acquired companies and an uncle of August A. Busch IV.

Anheuser-Busch came out swinging, accusing InBev and its CEO, Carlos Brito, of "materially misleading" Anheuser-Busch's shareholders.

In a federal lawsuit, Anheuser-Busch questioned whether InBev's operations in Cuba would prevent InBev from making St. Louis its North American headquarters, as promised. Anheuser-Busch also accused InBev of fudging on its assurance that it had committed financing.

"Inbev had the advantage of being well-prepared" when it launched its offer for Anheuser-Busch, bond analyst B. Craig Hutson wrote on Tuesday. "But now America's largest brewer is showing it has a bit of moxie itself."

Anheuser-Busch's legal arguments were questionable, and the brewer was widely believed to be buying itself time. But the hostility, at least, was real. Or was it?

Both companies were taking the "high ground" and doing what they needed to do, Brito said reassuringly on Wednesday in an interview with the Post-Dispatch.

But what about the nasty rhetoric in the lawsuits?

"Eggh —written by lawyers," he said. "I want to do this right."

Meanwhile, Anheuser-Busch's board of 13 — including a former U.S. ambassador to Mexico and a former chairman of the Joint Chiefs of Staff — encountered serious pressure to sit down with InBev. Many shareholders apparently would be happy to receive $65 a share, given that Anheuser-Busch's stock had never touched $55 until May 23 — the day the Financial Times reported that InBev's bid was in the works.

Looming in the background was the apparently solid possibility that the company could be sold for $65 per share if InBev decided to bypass the executives and management of Anheuser-Busch by buying stock directly from shareholders.

"The willingness of InBev to go directly to shareholders" appears to be an important factor in pushing Anheuser-Busch's insiders to negotiate, said Greenbaum.

Asked why InBev didn't go straight to shareholders with an offer — because InBev insisted its proposal was a good deal — Brito told the Post-Dispatch that InBev preferred to keep the deal friendly.

Media reports say InBev has sweetened its offer to $70 a share.

TALKING POINTS

If InBev and Anheuser-Busch are in fact meeting, they would be expected to discuss the final price for the St. Louis brewer, as well as protections for the jobs of executives and directors, said Greenbaum. Anheuser-Busch might even be able to gain some control over the future sales of its assets, he said.

"They may well negotiate something like, we don't want to sell the can company for at least a couple years," he said. But it would be difficult or impossible to hold InBev to a specific limit on cost cuts, said Greenbaum.

The Financial Times of London reported on its website Saturday night that issues that the two companies still must negotiate are how InBev would honor Anheuser-Busch's commitments to its employees and beer wholesalers and the roles of Anheuser-Busch's executives in the merged company.

On the way to pulling Anheuser-Busch into a deal, Brito may have a few things to prove to his own shareholders.

InBev's stock has dropped 6 percent since the takeover proposal was announced on June 11, a sign that InBev's stockholders may have mixed feelings about buying Anheuser-Busch. When interviewed, Brito blamed the drop largely on restrictions on communicating in detail with the stockholders, which produced uncertainty.

In any case, InBev is unlikely to turn away from its pursuit of Anheuser-Busch, analysts said. The deal would produce a mega-brewer spanning across the globe and selling one of every four beers — a roughly 400 million barrel-per-year enterprise with an unprecedented collection of beer brands and power over suppliers. The deal could allow InBev to leave tough rival SABMiller far behind.