Principal Never Lost Again: The Google Mapping Revolution That Sparked New Industries and Augmented Our Reality

Never Lost Again: The Google Mapping Revolution That Sparked New Industries and Augmented Our Reality

As enlightening as The Facebook Effect, Elon Musk, and Chaos Monkeys—the compelling, behind-the-scenes story of the creation of one of the most essential applications ever devised, and the rag-tag team that built it and changed how we navigate the world

Never Lost Again chronicles the evolution of mapping technology—the "overnight success twenty years in the making." Bill Kilday takes us behind the scenes of the tech's development, and introduces to the team that gave us not only Google Maps but Google Earth, and most recently, Pokémon GO.

He takes us back to the beginning to Keyhole—a cash-strapped startup mapping company started by a small-town Texas boy named John Hanke, that nearly folded when the tech bubble burst. While a contract with the CIA kept them afloat, the company's big break came with the first invasion of Iraq; CNN used their technology to cover the war and made it famous. Then Google came on the scene, buying the company and relaunching the software as Google Maps and Google Earth. Eventually, Hanke's original company was spun back out of Google, and is now responsible for Pokémon GO and the upcoming Harry Potter: Wizards Unite.

Kilday, the marketing director for Keyhole and Google Maps, was there from the earliest days, and offers a personal look behind the scenes at the tech and the minds developing it. But this book isn't only a look back at the past; it is also a glimpse of what's to come. Kilday reveals how emerging map-based technologies including virtual reality and driverless cars are going to upend our lives once again.

Never Lost Again shows us how our worldview changed dramatically as a result of vision, imagination, and implementation. It's a crazy story. And it all started with a really good map.
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For Shelley.

The S in GPS.


Once a photograph of the Earth, taken from the outside, is available . . . a new idea as powerful as any in history will be let loose.

—Sir Fred Hoyle, British astronomer (1948)



Title Page



Introduction: Starting Point

Where Are We Going?: The Start-up Years Chapter 1: The Superman Thing

Chapter 2: Powers of Ten

Chapter 3: The Green Folder

Chapter 4: Out of Gas

Chapter 5: Situation Room

Chapter 6: Behind the Curtain

Chapter 7: Series B or Series G?

Recalculating: The Google Years Chapter 8: Feeling Lucky

Chapter 9: Table for 33

Chapter 10: A Friendly Wager in Building 41

Chapter 11: Launching Google Maps Mania

Chapter 12: Sparking a New Industry

Chapter 13: Hello, Google Earth

Chapter 14: Dashboard for the Planet

Chapter 15: You: A Blue Dot

Chapter 16: Okay, Google, Where Am I?

Chapter 17: Street Cred

Chapter 18: 4,000 Lattes

Chapter 19: Google’s New Eye in the Sky

Chapter 20: Project Ground Truth

Chapter 21: Moonshot Complete. Now on to Mars.

Epilogue: Did You Get One?

Author’s Note


About the Author


About the Publisher


Starting Point

Do you remember the last time you were lost? I mean, truly and totally lost?

Personally, I have not been that lost in some time. I’d have to go all the way back to the early 2000s—to when I was living in Boston, Massachusetts. One cold winter evening, I was driving home from a Tuesday-night pickup basketball game in Brookline. I was exhausted from three hours of rough-and-tumble play with some South Boston Irish guys. Somehow I got turned around on my way home, a route that I had already driven more than a dozen times. I could see where I needed to be—just across the Charles River—but I couldn’t figure out how to get there.

My wife, Shelley, at home with a screaming baby, had already called twice. “Where are you?” In frustration, I pounded my fist against my car’s dashboard, yelling at ; nobody but myself, while driving five miles in the wrong direction down Route 2, looking for the next roundabout. Or maybe it was 3A?

From 2000 to 2003, I lived in Boston—and I was frequently turned around. The city was merciless to a transplanted Texan: It was like a foreign language. The locals seemed to take pride in the missing signage, serpentine streets, and roundabouts. You needed to solve a math equation to navigate some intersections. Throw in the Big Dig—the $15 billion public works project that aimed to reroute four miles of Interstate 93 directly under the city of Boston—and yeah, I was lost. A lot.

I’m not sure I ever did figure it out. “Boston,” you see, is actually a twisted collection of cities. If you place them on a clock, you would start at twelve o’clock with Chelsea, then go clockwise through Revere, Boston (proper), Brookline, Brighton, Newton, Belmont, Cambridge, Somerville, and Charlestown, with a dozen or so smaller cities filling in the gaps. These cities were all at one point independent municipalities, each established in the early to mid-1600s, and connected by a complex system of horse trails.

The way that each of the different cities named trails was quite simple: They named it according to the trail’s destination. For example, if you lived in Brighton in the 1600s and wanted to ride to Cambridge, you took a horse trail that was marked Cambridge. Similarly, if you lived in Boston and wanted to ride to Cambridge, you also followed a horse trail marked Cambridge.

Fast-forward to modern-day Boston, and you have—I’m not making this up—at least seven different Cambridge Streets: The names of the now-paved trails in the Boston metro area were often inherited from the names of the original horse trails. I can remember driving along Cambridge Street one day, stopping at a red light, and glancing up at the cross street I was intersecting: It was Cambridge Street!

It took me two and a half years to figure out why, in the Boston metro area, there appeared to be duplicates, quadruplets, septuplets of every street name (assuming you could find a sign). One day I asked my landlord why the roads were still set up in this way, and he answered, “So the Yankee fans can’t find their way to Fenway when they drive their cahhs up from New York.”

Well, that made me feel better.

Ten years later, in 2010, I was on a vacation in Portland, Oregon. I walked through Pioneer Courthouse Square with my family; the landmark public space was alive with people and activity on a crisp summer evening. Following Google Maps on my iPhone, I navigated the half mile down Yamhill Street to a restaurant called Luc Lac Vietnamese Kitchen. My eight-year-old daughter Isabel asked me, “Daddy Bill, what did people do before Google Maps?”

I thought back to those Boston days. To the nights left to chance and happenstance, like a Yankee fan in Boston’s North End before Yelp and OpenTable, before the iPhone and Google Maps. To a world in which I would have never known about a restaurant like Luc Lac (4.5 stars!), and if I had, would have had to stop strangers for directions three different times. I thought back to all those miscalculated turns and premature roundabout exits. And all those restaurants I walked into without (shudder) reading reviews and those hotels booked without (horror) looking at the street-view imagery of the block where they resided.

I looked up from my Google Maps app, slid my iPhone into my vest pocket, smiled at Shelley, and tried to answer.

“We got lost a lot, sweetie.”

Before 2004, we printed out maps from MapQuest and crammed poorly folded AAA maps in our glove compartments or under our seats. We stopped at gas stations and asked strangers behind bulletproof plexiglass for directions. We asked hotel concierges for dubious restaurant recommendations. And when on vacation, we rented condos that stretched the definition of beachfront. We studied confusing subway maps (Green Line not E). We got lost, we settled for mediocre meals, and we pounded on our dashboards.

But by 2010, a navigation and mapping technology had changed everything forever. And I was there to witness its creation—and played my small part.

A friend of mine from the team, Michael Jones, put it to me this way. “Think about it: Two hundred thousand years of human beings on Earth—and we are the very last generation to ever know what it was like to be lost. And no one after us, no generation to come will ever be lost in the way that every generation before was. All over the world today, people are landing in New York or Tokyo or Cairo or even the Democratic Republic of Congo. Anywhere, they are stepping off of planes in a foreign land, in a place that they’ve never been, and guess what, they know where they are. They can find their hotel. Or a restaurant. Or a friend’s house. Or an office for a business meeting. Or whatever.”

He paused, looked at me, and added, “And we did that. You and me and everyone that worked at Keyhole and Where2Tech and the Google Maps team. We fixed that!”

Back in Portland, I opened the door to Luc Lac on that summer evening, knowing already it was the perfect restaurant. I knew it was open, I had prescreened the menu, and I had navigated there with ease, thanks to the Google Maps app on my iPhone. I knew it wasn’t going to be too fancy or too expensive.

Shelley passed me with a knowing grin on her face. She remembered our Boston days. She remembered how it all came to be—the technology that changed our lives forever. And now she was also one of its billion monthly users.

Keyhole started, barely, in 1999. It ran out of cash, essentially, in 2002. It was resuscitated by CNN and In-Q-Tel (the venture capital arm of the CIA) in 2003. And by 2004, it was bought by another five-year-old company.

That company was Google.

Google bought two mapping companies that year: a four-person team working out of an apartment in Sydney that had not yet even incorporated as a business; and a twenty-nine-person company in California, called Keyhole, for which I served as marketing director.

In the fall of 2004, Google combined those two teams with a small group of existing Google employees in Building 41 in the Googleplex in Mountain View, California, gave them zero direction, unlimited resources, and presented the teams with a secret problem: Twenty-five percent of all queries being typed into the simple white Google search box were looking for a map.

And guess what? Google had no map.

Searches like “best margarita, Austin,” “hotel in New Orleans,” “heart attack near zip code 78636” were representing a significant share of all Google traffic. As late as January of 2005, if you entered those searches looking for a location or directions on the Google home page, Google returned a list of ten website links, with a Gooooogle next button on the bottom, leaving its users still in need of a map and directions. Good luck with that heart attack.

Six years later, Google’s mapping products—run by several key members of the former Keyhole team—had one billion monthly active users and became the number one consumer mapping service worldwide. From zero users to a billion users monthly. In six years.

And our work ended up sparking entire industries: Yelp, OpenTable, Zillow, Priceline, Uber. And hundreds of other services whose economic prospects were viable only because someone else had done much of the heavy lifting. Someone else created the ultimate base map, the blank sheet of paper on top of which whole new businesses could be drawn. And then gave that base map away via the freely available Google Maps API (or application programming interface).

In 2007, Google squeezed all of those maps and services into your pocket, and Google Maps became the killer app of Apple’s killer new device: the iPhone, with Steve Jobs personally demanding the inclusion and implementation of Google Maps. Android phones soon followed.

And finally in 2008, Google redoubled its outrageous investments in mapping with two even more audacious moonshot projects: the Street View project and Project Ground Truth, ultimately setting into motion the future of self-driving cars.

How did we get there? Honestly, when I think back on the Keyhole journey, where it all started, I am still in awe of how it happened. I mean, I was there. I was more than along for the ride. I had my small role in its success.

More than once I have thought, There’s no way Keyhole should have survived, the company could have failed so many times, we were so lucky, and so many things fell into place for us, and it could never happen again.

But I know my Keyhole colleagues well. Looking back now, I know there was no way that we would have failed: Whatever the obstacle, whatever the missed turns, we would have found our path. After all, we had an Ace up our sleeve. He was going to figure out a way, no matter what.

Where Are We Going?

The Start-up Years

Chapter 1

The Superman Thing

On an unseasonably warm day in the spring of 1999, I got a call at work from an old college friend, John Hanke. I was working as the marketing director for the Austin American-Statesman website. “Hey, dude, I’m in Austin,” he said. “I’ve got something to show you. Can I come by your house?” At the time, John was working for a new start-up in Silicon Valley, but didn’t want to tell me about the project on the phone. I pressed him for more details, but he insisted on coming by that night. “It’s really something you need to see in person.”

John and I had been friends for fifteen years, having met the Sunday before the first day of classes our freshman year at the University of Texas in 1985. I was assigned a room in Jester Residence Hall. The residential hall occupied a full city block; at the time, it was the largest dormitory in North America, with 3,200 students, and had its own zip code. Its generic rooms and endless fluorescent-lit hallways were almost prisonlike and not exactly hospitable for freshmen away from home for the first time. That evening I signed up on the sheet outside my RA’s door to go to dinner with a group of girls from Kinsolving, the all-female dorm on the other side of campus.

It is worth noting that only undergrads with nowhere else to eat signed up for such an outing. The dorm’s cafeterias were closed on Sunday evenings, and we were left to our own devices to find sustenance. For many freshmen, this meant dinner at their fraternity or sorority house, assuming of course that you had the means to join a fraternity or a sorority. And even if you weren’t in the Greek system, you should at least be able to find a friend and order pizza together.

Signing up on that RA’s list was taking a risk in a way, socially speaking. It was essentially adding your name to a list that could have been entitled “List of Students with No Money or Friends.” My roommate, Kevin Brown from San Marcos, Texas, was an accomplished trumpet player, had joined the Longhorn Band, and was already busy with his new friends from the band. After seeing five other students on the list, I added my name.

I was concerned as my floormates gathered outside my RA’s door at the appointed time: a foreign exchange electrical engineering major from Korea; a burly kid from Harlingen; me, a pimply-faced, six-foot-three-inch string bean. And this quiet, serious kid who lived eight doors down from my room and whom I hadn’t quite figured out. He was a Texas-tan, good-looking guy with a medium build, and appeared to be working on his non-ironic mustache. Maybe a West Texas version of Charlie Sheen. Through the open door of his room, I had noticed a funny-looking personal computer. He was the only student on our hall with his own computer.

I seriously considered ditching dinner, but I had been the one to recruit the kid from down the hall, so I was stuck. Surveying our crew that night, I was worried about our floor’s ability to represent. You see, I knew what awaited us on the other side of campus: Kinsolving was home to six hundred freshman coeds, and I had gotten a job as the cafeteria’s salad bar guy there.

Somewhere along that hot summer night’s long trek across the forty-acre campus from Jester to Kinsolving, I found myself walking with the reserved young man with the mustache.

“So, what’s your major?” I asked.

“I’m Plan 2.”

“You’re Plan 2!?”

“Why is that so surprising to you?”

“Oh no, it’s just that I saw one of those T-shirts on campus earlier this week. You know, the one that reads, I haven’t declared a major, but I Plan 2. I thought it was genius.”

“Yeah, they gave us those at our orientation, but I haven’t worn mine,” he said with a laugh.

“Why not?” I asked, half expecting him to say it was the wrong size or color.

“It’s a little showy, don’t you think?”

For most in the program, this showy shirt was worn proudly on campus because it meant that you were a cut above, part of a select academic pedigree worthy of a more rigorous and independent curriculum that the university crafted for the valedictorians and National Merit Scholarship finalists in the crowd. It was common knowledge that many of these students could have gone to Princeton, Harvard, or Stanford, but had decided on the unique interdisciplinary program of UT’s Plan 2.

I had obviously underestimated this guy.

“Where are you from?” I asked.

“A little town out in West Texas. How about you?”

“Houston,” I replied. “Austin must be a change?”

“Well, Jester is about three times as big as my hometown,” he shared.

“Ha!” I guffawed in amazement and then said to the students walking a few paces in front of us, “Hey, guys, our dorm is three times as big as this guy’s hometown!” John didn’t seem to find the humor in this.

I remember almost nothing of the girls we ended up having dinner with at Conans Pizza that night; the boys stuck to one end of the table and the girls to the other. I do remember talking with John more, making plans to attend the mass at the University Catholic Center later that night after discovering we were both guilty Catholics, and even ribbing him about the mustache.

“How long have you been working on that thing, John?”

“I’ve had it about a year,” he admitted. “It helps when I go try to buy beer.”

“I would have guessed about two weeks!” I said with a laugh.

He had taken a bite of pizza, so he smiled and, as a college male signal of friendship, shot me the finger.

Beer or no beer, when I saw John on the way to class the next day, the mustache was gone—but not forgotten, because it was forever immortalized on his student ID, which you basically needed to pull out four times a day for four years. It was an endless source of entertainment for me and embarrassment for him (though I’m pretty sure he still has it).

John was from Cross Plains, Texas (population 893), and it seemed to me that his hometown was something he did not want to dwell on. It’s not that he was embarrassed by his rural roots—quite the contrary. He didn’t hide his background: His father, Joe, was a small-scale cattle rancher and town postmaster; his mother, Era Lee, was active in the Catholic church and the local Chamber of Commerce. Cross Plains represented a point of pride for John—and it was something he protected. I learned quickly that it was okay for John to tell someone about the one-stoplight town, the Friday-night social scene centered around the Dairy Queen, 4-H livestock shows, and the 2A football team, but it was not okay for anyone else to talk or joke about it. Curiously, the town’s most notable inhabitant had been Robert E. Howard, an author who out of the desolation of West Texas somehow created the fantastic new worlds of the Conan the Barbarian book series in the 1920s and 1930s.

By contrast, I had grown up in Houston in what, by almost all accounts, would be considered a decidedly middle-class and unremarkable upbringing, save for a few details: I was the youngest of eight kids and have six older sisters. I was a surprise kid, with seven years between me and the sibling above me. My father, an affable Bostonian ad man for the oil business, passed away in 1983 when I was a junior in high school. All of this made me a hardworking kid with multiple odd jobs in order to make my way through UT. But to John, I was from the big city; Houston was downright cosmopolitan by comparison to Cross Plains. We quickly discovered that we shared a variety of interests—from politics (both progressive) to sports (we attended UT football games together) to live music to our Catholic upbringings.

By the end of our first semester, John and I were close friends. So much so that over winter break, John, my roommate Kevin Brown, and I took a road trip to go skiing in Winter Park, Colorado. It was a first for John and me.

On the way to Colorado, we spent the night in Cross Plains, about a half hour north of Abilene, playing basketball with his friends at the high school, hitting the local Dairy Queen, and meeting his parents and his older sister, Paula. While it is common for parents to be proud of their overachieving children, in the case of Joe and Era Lee Hanke, their pride in John, who was adopted, was palpable. They were so pleased that he had brought his college friends home for a visit. His father measured Kevin and me up, speaking with a thick drawl. “You boys ever been out this way before?” His neck was weathered from years working Red Angus cattle and other livestock under the West Texas sun.

I got the sense that John’s parents—and many others in the town, for that matter—were perplexed by John’s ambition and drive: the high school valedictorian of his class of twenty-two teenagers; the student body president; the National Merit finalist. He began coding his own shareware games and selling them through personal computer magazines. Under the mentorship of his math teacher, John participated in a computer programming competition at Baylor University; his team placed third in the state. To his family and friends, he was almost otherworldly.

His high school English teacher, a salt-of-the-earth ranch woman named Clara Nell Spencer, first noted the spark in John. Mrs. Spencer reached out to her sister, who was a guidance counselor at Westlake High School in Austin. Together, the sisters conspired and helped John apply to UT.

John seemed embarrassed by it all. The next morning we got up early. Joe checked the car’s oil and tire pressure. He unfolded the gas-station map on the hood of the car and pointed out the best route. As we said goodbye to his parents, I had a hunch that they weren’t expecting him to marry his high school sweetheart and to take over the family farm. Joe and Era Lee were more than okay with this. They—and many others in the town—looked forward to seeing where their favorite son might end up.

Two days later we were on the slopes. It was brutally cold—with a windchill of seventeen below zero. Since neither of us had the money for ski lessons, we relied on Kevin, who was a veteran skier, for instructions. On our first chairlift ride, I stumbled through the line, planting my ski pole as the chair swung through, snapping the pole in two. I cautiously skied off at the top of the mountain, with my broken pole, and waited for my next set of instructions.

John, on the other hand, skied right past Kevin and me, already a bit out of control. Since this was our first trip up the mountain, Kevin had not given us any important ski tips, including how to stop. Kevin and I stood there. First with curiosity, then amazement, then in horror as John pointed his skis straight down the mountain.

“Turn, turn, turn!” Kevin shouted as John picked up speed. It looked like he was at least “trying” to turn. But instead of turning, he lifted one ski and then the other, all the while pointing straight down the mountain. His spectacular run concluded not merely with a fall, but with an explosion of snow, skis, poles, and limbs. It took me about ten minutes of careful maneuvering to cover what John had “skied” in the space of seventeen seconds.

“Dude, what took you so long?” he asked.

This was John. He was willing to take risks—and it would serve him well. I came to know him as an intense, hardworking, and ambitious guy. Somehow out of Cross Plains, he adapted this tenacious approach to life and work. Maybe it was the hardscrabble ranching way of life? Or maybe it was some of the feelings that came with being adopted? I like to think that I have been a good friend to him over the years because I wasn’t quite so intense and ambitious. To this day, I still try to make him laugh every once in a while, and slow down and take it easy.

During our college years, John pulled me toward student union leadership committees, better grades, and Sunday mass. I drew John to spring breaks at South Padre Island, intramural sports, and live music at Liberty Lunch. There was one harrowing episode in which John got buried in a mosh pit of a Replacements concert, but I managed to pull him up from the floor by his collar.

After graduation, John took a job with the US Foreign Service in Burma (now Myanmar). Now if you drilled a hole from Cross Plains, Texas, straight through the Earth, you’d come out very close to Burma. I’m not sure that was a coincidence. You couldn’t have gone any farther away from Texas. He was drawn to the allure of world travel and experiences. At the same time, it seemed to me that John became more private and spoke very little about his work, as if there was another protective shell surrounding him. During these years, I stayed in Austin because I had been accepted into the dual graduate program of the Lyndon B. Johnson School of Public Affairs and the McCombs School of Business.

In early 1991, John called me late one night on a static-filled phone line to tell me that he had proposed (over the same static-filled line) to his bride-to-be, Holly Hayes, and he asked me to be his best man. Holly and John had met in Washington, D.C., where they were both working for the State Department. The connection was so bad I had to ask him, “Are you sure she said yes?” The black-tie wedding in McLean, Virginia, was an interesting mix of international travelers, foreign service officers, and Cross Plains family and friends.

In the summer of 1993, our relationship began to evolve from friendship to doing business together. That July, I invited John and a third friend, Carl Townsend, for an epic nine-day California road trip: from Tijuana to Tahoe up Highway 1. I had just graduated from McCombs and John was starting at Cal’s Haas School of Business. I remember throwing my bag into the back seat of John’s rented convertible Mustang and spotting the neon-hatch-marked spine of a Wired magazine. “Hey, you read Wired magazine, too?” I asked.

“You read Wired?” John was equally surprised as I pulled my copy out of my backpack.

“Oh, yeah, I’m working on interactive marketing for this ad agency. We’re building CD-ROMs and websites for all of our clients now, including Dell,” I said. Back in Austin, I was helping build the very first Dell website.

“I didn’t know you were working on websites now. Dell? That is huge,” John said. He knew the Michael Dell story well. Dell was an infamous Houston kid who had been kicked out of our UT dorm in 1984 for building, selling, and servicing computers out of his room.

Now, both of us owning a copy of Wired might not sound like that much of a coincidence, but in the summer of 1993, Wired magazine was a relatively obscure publication, covering the initial wave of tech entrepreneurs who were rushing into the golden hills of Silicon Valley to claim their Internet riches. Keep in mind, the first dial-up access to the Internet had emerged only in 1992, and the Mosaic graphical web browser, created at the University of Illinois at Urbana–Champaign, had just been released in 1993. Its inventor, Marc Andreessen, graduated from Illinois and formed Netscape with Jim Clark in 1994. All of this set the stage for the swift commercialization of the Internet. There couldn’t been a better time to start a career in technology.

For all of our mutual interests, John and I had not talked much about technology or business. But during the trip we conspired endlessly about what it might all mean—this whole commercialized Internet thing. Within the year, while still in school he started an Internet gaming company with two other Berkeley Haas students, and I traveled to California to help him on various marketing projects, such as websites, banner ads, and marketing literature. This continued throughout 2000 as I managed to squeeze in projects for John while I worked full-time at the ad agency and later at the Austin American-Statesman.

So when John called that warm spring day in 1999 and told me about the demo he wanted to show me, I fully expected to be helping him out with another marketing-related project. Around nine o’clock that evening, John rolled up with a software engineer named Brian McClendon in front of my house. John now sported a buzz cut rather than his former swoop of brown hair. And he wore the standard uniform of the young Silicon Valley start-up CEO: a blue blazer, T-shirt, jeans, and a messenger bag slung over his shoulder. Brian was barefoot and wore bright yellow cargo shorts. Together, they carefully lugged in a huge Dell PowerEdge server packaged in a Pelican-brand, hard protective case normally reserved for expensive camera equipment. It was clear that the prospects of their start-up company resided within its confines. My dog, Penny, trailed the pair, violently wagging her tail.

Brian immediately sized me up. “Six four, two hundred and fifteen?” he asked.

“Uh, yeah.”

“How tall are your ceilings?” Brian asked. “Ten feet,” I responded, and he leapt up and touched the living room ceiling (barely). “Can you dunk?” he asked, collecting the loose change that had spilled from his pockets. “For about six months I could,” I replied. “Sounds about right,” Brian said with a laugh. As it turned out, we were the exact same height and weight.

I introduced Brian to Shelley, who was at that point my fiancée. A native of Los Angeles, Shelley was working in urban planning for the city after having graduated from the LBJ School. We had been introduced by friends at a bar in downtown Austin.

Soon John connected the server to a monitor and it was heating up in my spare bedroom. Penny sniffed at the machine. “Okay, come on in,” John said to Shelley and me. “There’s a good chance it will crash, but I want to try to show you something.”

John was ready. His face filled with excitement. The keyboard rested on his lap, with the giant server humming loudly next to him. This has to be a heck of a demo to carry this enormous server around Texas, I thought, somewhat skeptical.

On the screen floated a perfectly detailed rendition of Planet Earth. Oh, I thought, there’s that photo. You know the one. It was on the cover of every junior high science book. Known simply as the Blue Marble, this classic image was captured on December 7, 1972, by the crew of the Apollo 17 spacecraft five hours into a lunar mission. This one spectacular photo is widely credited with jump-starting the modern-day environmental movement.

The Earth seemed to be rotating. Moving somehow. “What’s your address again?” John asked. “It’s 465 Joe Sayers, Austin, Texas,” I said as he typed.

That’s curious, I thought. The photo on the screen. The Earth. It is moving! Maybe it’s a QuickTime movie animation of some sort? But QuickTime movies aren’t interactive in any way, they are linear. Why would John need my address if this were a movie and . . . Wait, how is this thing zooming in? What the hell is happening here!?

These thoughts raced through my head during the fifteen seconds that we zoomed from outer space down to what was clearly my house. I recognized my standing seam metal roof, the neighbor’s trampoline in their backyard, my red Ford Explorer parked out front, and the Arroyo Seco running behind the house.

“Holy shit!” I exclaimed.

“Pretty amazing, isn’t it?” John said.

I was awestruck. I high-fived John and Brian, yelling for John to type in the addresses of my childhood haunts. “Try my mom’s house, 708 Atwell, Bellaire, Texas,” I said. “Holy Ghost Catholic School. How about Bellaire Little League field?” As I looked at the screen, I could see where I hit a ball from home plate to the dead center-field wall, mere inches from a home run. I could almost hear the ball slap against the wall. Nothing could have transported me back to that moment when I was eleven years old more than seeing it there on the computer monitor, somehow photographed from space.

John then flew over and into the Grand Canyon, and tilted the viewing angle to show the 3-D terrain, rotating around and piloting over the South Rim down into the canyon like a bird in flight. There were the dramatic layers of pinks, oranges, and browns. I put my hand on John’s shoulder. My knees almost buckled. I couldn’t believe what I was seeing.

Shelley said that it reminded her of something out of the movie Enemy of the State. While she was equally impressed, Shelley also stayed grounded. She is honest. And Shelley had a question. And it wasn’t an easy one. Answering that question would in fact take the next several years of many lives and cost many millions of dollars. “But what do you do with it?”

John and Brian may have had a plan as to what to do with this technology, but it wasn’t clear to me. It was truly an incredible demo, but an incredible demo does not a company make.

“We’re going to close a seed round of $10 million in the next few weeks,” John said with the swagger of presumption and confidence that comes with the territory of being a Silicon Valley start-up CEO. Apparently at least one venture capitalist could see the potential of the demo.

“What’s the name of the company?” I asked.

“Keyhole,” John said, adding, “for now at least. That’s actually why we are in Austin. Ultimately we want to launch as”

John and Brian had come to town to meet with the owner of the domain. He was an IBM employee based in Austin who had been smart enough to grab the domain in 1992. His price for the domain: a million dollars. While Brian gave me the rundown of the meeting, John didn’t want to talk about it. They both hoped that a demo might persuade him to ask less, or at least consider an exchange of some equity instead. Despite the demo, he was not budging off his price. We spent the hour in my living room relaxing over a beer, debating the value of, and carefully packing up the EarthServer, as they called it, for the return flight to California.

As they headed out the door, John took another run at trying to convince Shelley of the economic merits of what she had described as “the superman thing.” Unconvinced, Shelley had let John down gently, telling him with a motherly pat on the shoulder that she didn’t really understand technology, and that she was certain there were innumerable industries that would line up to pay for such a service.

What John didn’t share, however, was that in the spring of 2000, the appetite of venture capitalists for consumer start-ups without a clear path to revenue was beginning to cool. The runaway train that began in 1993 with the introduction of the first web browser had fueled unprecedented speculation, valuations, and spending. But now, in early 2000, up and down Highway 101 in Silicon Valley, the formerly high-flying dot-coms of the late 1990s were facing a harsh new reality: a reality not based on monthly active user vanity metrics, but instead based on profits and losses. Investors wanted to see real revenue before investing.

If it hadn’t closed already, John’s window for raising investment capital was closing quickly. The demo may have been extraordinary, but the timing could not have been worse: There would be no $10 million.

Chapter 2

Powers of Ten

“We’re going to close on $5 million in the next couple of weeks. You should plan a trip out to Mountain View,” John had said to me over the phone almost every month since the demo at my house in Austin.

Throughout the spring of 2000, I helped John with a few small marketing tasks for his company even though he had not closed on any investment capital. At the time, I was still working on the website for Austin’s newspaper. My inaugural visit to the Mountain View office on California Street in March of 2000 was also my first experience with the classic Silicon Valley work environment: the gray cubicles, makeshift sleeping quarters under desks, stacks and stacks of old pizza boxes, and empty Mountain Dew cans strewn everywhere. A black Lab roamed the office, and children arrived for late-night pizza with their overworked parents.

I use the word “office” liberally here. The Keyhole team shared a single oversized cube stuffed in the corner of another start-up: Intrinsic Graphics, which was founded by Brian McClendon, Michael Jones, and two other software engineers, Chris Tanner and Rémi Arnaud, in 1998. It was difficult to tell the two companies apart because John’s start-up had not yet raised investment capital. As a result, an incubator-like relationship had emerged. In fact, the only people getting paid to work on John’s new company were being paid by Intrinsic Graphics; John was essentially running a bar tab for software development.

The Intrinsic founders had been colleagues at the famed Silicon Graphics (SGI), which was created by tech innovator Jim Clark in 1982. Silicon Graphics was a pioneer in the field of 3-D graphics and the epicenter of innovation and talent in creating anything from car parts to buildings to virtual worlds in 3-D on computers. In the 1980s and early 1990s, if you wanted to develop the hardware, software, or content that involved anything 3-D, you wanted to be at Silicon Graphics. But by the mid-1990s, SGI’s market came under attack from cheaper, powerful Windows-Intel (aka Wintel) workstations from companies like Dell and Hewlett-Packard.

The Intrinsic founders left SGI and soon recruited a core team of some of the best programmers in the highly specialized 3-D visualization space, and set them to work on creating a suite of software tools that could be used by game developers to build interactive 3-D environments. Most of the team had previously worked on high-end 3-D simulator projects: flight simulators, combat simulators, nuclear plant simulators. These projects often cost multiple millions of dollars to develop and ran on dedicated high-end hardware set up in an artificial stage built to re-create the effect of occupying the actual physical environment being simulated. For example, if you were flying an Airbus A320 simulation, you sat in the cockpit with all of its instruments in front of you, with high-resolution computer monitors in the place of the cockpit windows.

The engineers founded Intrinsic Graphics because they recognized that a wave of affordable, super powerful PCs could bring to the desktop computer what was previously available only on multimillion-dollar specialized simulators. They were betting on Moore’s law: Gordon Moore was the cofounder of Intel and famously forecasted that the number of transistors on an integrated circuit would double, and would continue to double every two years.

A side project at Intrinsic revolved around a specialized graphical innovation called clipmapping, a patented technique for loading a multi-resolution stack of images and blending them together to create a seamless mosaic. This is how an engineer explained it to me: Clipmapping is a method of clipping a precalculated, optimized sequence of images—or mipmaps—to the subset of geometry being rendered in a 3-D screen scene. Chris Tanner’s and Intrinsic’s patented clipmapping work determined how to load the least amount of data possible and still quickly render realistic 3-D scenes on a screen.

Did you get that? Imagine for a moment that you’re standing on a ten-meter platform above an Olympic-size swimming pool. There’s a quarter at the deep end of the pool that you need to retrieve. You see it and dive down. In a scene based on Chris’s clipmapping, only the water that you dove through would be loaded, not the entire volume of the pool. To you, it looks like you dove into the pool. What you don’t know is that only a fraction of the pool’s water—or only the water you could see—was loaded. Clipmapping calculated the minimum amount of water to display during your dive, and then showed you only water you could possibly see, not the entire pool.

All of this translated into a much faster visual experience than if the full data of a scene was loaded over the Internet. In early 1999, this technology was being used for flight simulators and video games, but one weekend Michael Jones gathered with Chris and Rémi around his kitchen table and worked together on applying this technology to a new use: a map. A map with its DNA rooted in video games and simulators—a map that would be faster than any other digital map before it.

As inspiration, Michael showed Chris and Rémi the seminal nine-minute film Powers of Ten made by architects Charles and Ray Eames in 1977. The cult classic aimed to explain the relative size of things, zooming from a couple picnicking in Chicago’s Grant Park to distant space and back again; each zoom level represented another “power of ten” as the camera moved. The film provides a remarkable visual effect and served as the starting point for the experience that the engineers set out to re-create that weekend around Michael’s kitchen table. This concept of a digital model of the Earth was an archetypal idea. In 1998 Vice President Al Gore had discussed the idea of a 3-D digital Earth in a speech at an education conference, describing a future where “all the world’s citizens could interact with a computer-generated 3-D spinning virtual globe and access vast amounts of scientific and cultural information to help them understand the Earth and its human activities.” And in Neal Stephenson’s science fiction novel Snow Crash (1992), the protagonist Hiro uses “a piece of CIC software called, simply, Earth. It is the user interface that CIC uses to keep track of every bit of spatial information that it owns—all the maps, weather data, architectural plans, and satellite surveillance stuff.” SGI had also created a proof-of-concept demo called “Space to Face” that ran on a $2 million SGI Infinite Reality computer. So the idea was not completely new.

But Michael and the team were the first to create a digital model running on something that might actually be accessible to the masses—on a personal computer. (The team used a Dell computer, priced at about $4,000.) The “CTFLY” demo—as Michael soon called their work—was an extraordinary application. In their model, the user zoomed from outer space down to a single high-resolution image that Michael had downloaded from NASA. Intrinsic presented this demo at a trade show called SIGGRAPH, the annual gathering of the 3-D-visualization software community, in Los Angeles in 1999.

Intrinsic’s CTFLY demo ended up having one problem: It was too good. Presentations to potential Intrinsic Graphics software customers inevitably veered into free-for-all geography classes, devolving into a tour of the globe, instead of a tour of Intrinsic software. Nevertheless Michael and Brian continued to invest in CTFLY, fine-tuning the demo despite the fact that it wasn’t core to the company’s game development software. After multiple quarters of working on CTFLY, the Intrinsic board of directors came to view it as an expensive distraction and gave the team an order: “It’s cool, but stop working on it.”

If CTFLY couldn’t be worked on as a demo, could it work as its own company? Brian and Michael had witnessed the enthusiastic reception to the technology and couldn’t let the concept die. Michael returned to the board and asked, “Can we try to spin the technology out to raise money and to license out the core technology to a new company?” The board agreed.

To run this new company, Brian and Michael knew that they would need to hire a CEO to raise capital and build the team. They retained a Silicon Valley headhunter, who forwarded multiple interesting CEO candidates, including one who had recently sold a video game business he had started while in business school. One of Intrinsic’s early employees, Andria Ruben, reviewed the candidate résumés and noticed that John had gone through the UC Berkeley Haas MBA program at the same time as her brother Ed, both graduating in 1996. After she had gotten her brother to vouch for him, John Hanke was scheduled for an interview with Brian and Michael in December of 1999.

Based on the introduction, John traveled from his home in the East Bay down to Mountain View to meet with Michael and Brian. At the first meeting John saw the CTFLY demo and heard the pitch from Michael about what he believed it could be. John pressed a bit deeper. “So I see the chip of Denver here. Do you have any other data?” Michael answered, “No, but that’s no problem.” John continued: “I see this is running local on a single machine. A really beefed-up one at that. You are saying that you think this can run on a normal consumer machine over the Internet?” Again, Michael answered, “Yes, that’s solvable.” In response, John asked, “You mentioned roads and showing other kinds of data. Do you have any of that working?” Again the answer was “Not yet, but we think that’s solvable.” John left the meeting impressed by the demo, but aware that a massive amount of work would be needed to turn the concept into a consumer product.

A few days later, John returned. “I’ll do it,” he said, “but there is something I want to tell you. If you ask me, you should shut down what you are doing and focus solely on this. I think it has much more potential than the game engine you are working on. And you two should run it. You don’t need me.”

Michael and Brian looked at each other. As much as they liked CTFLY, it wasn’t the bet they wanted to make with their VC investment. Brian replied with a defense of the Intrinsic Graphics business model: “The game industry is a multibillion-dollar industry—and it’s screwed. None of the platforms are compatible. Developers have to rebuild their games for each platform. They waste millions of dollars. We are going to give them a way to write the game once and have it work everywhere.”

If John wanted to take on the “Earth” project, the message was clear: It was his to run and it was up to him to land the venture capital funding that would be necessary to turn the demo into a product and ultimately a business. In addition to the creation of the software, massive amounts of data would have to be obtained. Tools would have to be written to process it and servers built to host it. And then there was the matter of a business model to support all of this investment.

Later, Michael recalled the decision to hire John this way: “We knew there were going to be a lot of obstacles, and you could just tell John was a guy who would figure out a way of making it happen.” During those interviews, he recognized John’s perseverance and grit.

After John signed on, his first job was to recruit a team to turn the demo into something real. The only Intrinsic employee who would become part of the new company was an intense and fiery engineer named Avi Bar-Zeev, who was heading up development for the CTFLY client application. Avi was supremely talented, having just come off a project for Walt Disney Imagineering that utilized a high-end SGI machine to create a simulated 3-D river-rafting experience. Although talented, Avi was not getting along with the rest of the Intrinsic team—something that John would only learn about several months later.

The other first hires—Mark Aubin, Chikai Ohazama, and Phil Keslin—had all worked together at SGI. Redheaded, bearded Mark was a Silicon Valley engineer–meets–Northern California freethinker; he owned land in the Santa Cruz Mountains and gardened, and his children were homeschooled. He was a resourceful jack-of-all-trades among software engineers: He could build a server from its parts and write code, and he didn’t mind putting together office cubicles, if that was what was needed. Mark was charged with processing what would eventually be the terabytes of data that would flow into the Keyhole database.

A young, hardworking Japanese American, Chikai graduated from Duke University with a PhD in biomedical engineering. There he had worked on 3-D visualizations of the human body—for example, taking the data of a heart and creating a 3-D model for medical study. Chikai was also a musician; interestingly enough, many of the best software engineers in Silicon Valley are also talented musicians. At Keyhole, Chikai created the tools to process data. This was a critical step in expanding the CTFLY demo from something that incorporated data from a single location to one that could include data from many places around the world and eventually the entire surface of the planet.

Phil was a software engineer who grew up in Dallas and graduated from the University of Texas with a degree in computer science. Phil had perhaps the biggest job of all. The problem with the CTFLY demo was that it was just that—it was only a demo. All of the data was loaded onto the demo machine where it could be read quickly and directly from the computer’s hard drive. The promise of Keyhole was that vast amounts of data could be collected and processed into a central database, hosted on a server, and then streamed to users over the Internet. This capability was just a theory; it was Phil’s job to make it a reality. He would architect and build the system that turned Michael and Brian’s demo and theories into a marketable service: a massive model of the planet that could be streamed over the Internet, utilizing special networking code. As a result, a consumer anywhere in the world with an Internet connection could access a vast and incredibly expensive trove of data and fly through it fluidly as if it were a local application.

John, Chikai, Phil, Mark, and Avi were the official founders of Keyhole, or the original five. Everyone else would come after John secured funding. They called their spinout project Keyhole, a nod to a secret system of U.S. spy satellites. By the late 1990s, the eleventh generation of Keyhole satellites (KH-11) was orbiting in space, dutifully capturing surveillance images of international hot spots. The Keyhole name was meant only as a placeholder until John could secure the venture funding and the domain could be acquired.

My role with Keyhole hinged on the venture funding. Throughout the fall of 1999 and the spring of 2000, I continued working as the marketing director at the Statesman website in Austin, and I told John that I would accept a job at Keyhole as soon as he closed on a round of funding. We agreed that he would include me in investor pitch decks as part of “The Team” as VP of marketing for From my perspective, since the financing had not yet closed, it was still too risky to move to California. Shelley and I had just gotten married and I didn’t want to leave my job—or ask her to leave her job—without a financial safety net.

In the spring of 2000, on one trip out to California, I met John and the rest of the team at a building in downtown Oakland to look at an office space on the very top floor; everyone loved the idea of an sign shining prominently on the city’s skyline. Truthfully, the team was enthusiastic about moving anywhere and getting out of that crowded Intrinsic cube to start the new company in earnest.

But the NASDAQ was gyrating wildly, so start-up investors were running for the hills. To make matters more challenging, Keyhole was a brand-new concept: a revolutionary idea, yes, but also borderline experimental. The technology was an unknown in terms of its uses and market opportunities. More important, it could run on only the newest personal computers, those that had been built during the past six months. Potential investors were scared off when they were unable to get the software to work on their PCs.

As the spring of 2000 turned to summer, several investment leads evaporated. There was no domain or any fancy office space yet. The small Keyhole team continued working on the project within Intrinsic while waiting on answers from VCs. They refused to let the idea die, and John had promised to hire me as soon as he landed the investment deal. This became a cruel joke between Shelley and me—the investment and a new job on the West Coast were always three weeks away.

My commitment to Keyhole soon wavered.

A former boss from the Statesman contacted me one day about a marketing job in Boston. His company was one of the last to secure investment capital in the fall of 1999, locking in a whopping $74 million investment from Charles River Ventures to start yet another Internet marketing consulting firm. Shelley and I flew to Boston in June, where I interviewed, caught a Red Sox game, met the founders of the company, and was offered a job while waiting for my flight at the Dunkin’ Donuts in Logan Airport. The number presented to me on a folded-over Dunkin’ Donuts napkin was a lot more money than I was making, so I took the job and would start in July.

The call to John was hard: I was certainly more excited about the Keyhole opportunity than the Boston job because I knew that the Keyhole technology had a chance to become something transformative. John was disappointed but understood; and, truthfully, the Keyhole software product wasn’t anywhere near ready to be “marketed” to anyone. I wished him well. We agreed to keep in touch, and I offered to continue to assist pro bono on any marketing projects for Keyhole.

While I was ramping up on my new job in Boston, John was finally making headway on the fundraising front. In late 2000, Sony Venture Capital had committed to do the Series A investment, but another swerve in the markets caused a delay. It was scheduled to close in January of 2001.

In December of 2000, John and I met up at the Holiday Bowl in San Diego to watch the Longhorns play Oregon. He was relieved to finally have funding commitment. The Keyhole team would soon be officially on its own and could pay Intrinsic back for its seed support. As we walked around the city’s Old Town neighborhood, I was negotiating for cheap tickets to the game and John was negotiating with his new landlord. The landlord had seen the Keyhole demo and wanted some shares in the company in exchange for the lower rent that he claimed to be charging. In front of a lively Mexican taco bar, John gave me a thumbs-up without breaking stride in his conversation. We sat down at a table and I ordered two Budweisers. The call continued through our first beer. Hanging up the phone with his landlord, John sighed, shook his head, grabbed a beer that I slid in his direction, clinked mine, and said, “Done!” Taco after taco, beer after beer, we caught up.

Listening to John that day in San Diego, I was relieved to have opted for a steady paycheck from the consulting firm in Boston. It had been a long six months for John and the Keyhole team. In addition to the lack of capital, personality conflicts with Avi strained the team. To Avi, John had said more than once, “You’re going to be able to do more if you learn to work with people versus working on your own.” Things were at a breaking point with Avi, but despite this volatile work environment, John had learned to manage his star software engineers: how to recruit them, challenge them, and keep them. Tensions ran high, but somehow the Keyhole service was becoming more of a reality.

Building on the early concepts of Intrinsic, Phil, Avi, Chikai, and Mark had solved a problem that would forever change the way maps were used over the Internet. It started with preprocessing vast amounts of data on a server to create an optimized “quilt” of mapping data tiles at multiple resolutions blanketing the entire Earth. Then the team built a sophisticated client software application users installed on their computers that could retrieve and render that data fluidly. This type of software architecture is called a thick client; you are accessing something living on a server, but your client application on your computer is doing complex computational heavy lifting, too. With a reasonable Internet connection, users could now fly through a map of virtually unlimited size without any delays to stop and load new data sets. A computer of modest capability could appear to have the power of a supercomputer; mapping data moved cleverly from servers at just the moment it was needed.

By the end of 2000, John had even begun to send me actual software bits—executables to install and run. Unfortunately, I didn’t have one of the 15 percent of the world’s computers that were powerful enough to run the software.

Somewhere around the third beer, I asked John: “Why don’t you try to build a web-based version of this thing so that everyone can use it? I know that it wouldn’t be the same fast and fluid 3-D experience as the downloaded software application, but visiting a URL is a whole lot easier than getting someone to install software.”

As football fans loudly cheered their teams on and a mariachi band played not far from our table, John explained why a web-based version of Keyhole was a risky strategy. It was a very expensive turn down a street with lots of competitors. “Our differentiator is the fluid 3-D animation,” he said. “That’s what makes it magic. We can’t do that in a web browser. If we put it in a browser, it will be just like MapQuest, and they already own that market.”

MapQuest—which was bought by AOL in 1996 for slightly less than $1 billion—had become a verb for mapping before Google even existed. Because MapQuest represented 90 percent of the market share in the United States, “I’ll MapQuest it” was a common refrain for someone who was looking to find his or her way.

“I don’t want us to build a product for today’s computers. We want to build a product for where technology is going,” John explained. At the time, the Keyhole board included Brian McClendon as well as the Sony investment representatives. (Intrinsic got a board seat for incubating the idea and contributing the initial intellectual property.) He told me about new 3-D graphics cards in mainstream PCs from companies like Nvidia and ATI. He told me about fast broadband Internet access, and about more powerful mobile devices and far faster wireless networks. He leaned forward, his voice rising above the mariachi band.

“You know these things have GPS chips in them now,” he explained excitedly, holding up his Motorola flip phone. “It’s required by law, and all the handset makers and wireless carriers are going to have to comply with the requirement that 911 calls from mobile phones have to be able to be located. Can you imagine what that is going to mean?”

Uh, nope.

John was predicting a future that I couldn’t see. Today we take those powerful computers, that broadband Internet, the omnipresent iPhone for granted. In 2000, very few people owned a computer powerful enough and had Internet access fast enough to even get Keyhole to run. I took another swig of beer.

I had seen, and even contributed some marketing hoogity-poogity to, the early Keyhole investor pitch decks. The slides had included heavily Photoshopped images of Keyhole EarthViewer running on desktop computers (“okay”), notebook computers (“well, not mine, but okay”), and even, most ridiculous of all, mobile devices (“you’ve obviously been watching too much Star Trek”).

Later that night, after the Holiday Bowl and the last-second 35–28 Longhorn loss, Shelley and I talked. “Yeah, I don’t know where he’s going with this thing,” I whispered to her on the phone because John was just out of earshot in the hotel room. “I’m glad that I have my job back in Boston.”

Chapter 3

The Green Folder

“You are totally safe,” my boss in Boston assured me.

It was late March of 2001, the end of the quarter, and the Internet marketing consulting firm where I was working had not made its projected numbers. Not even close. The burst of the Internet bubble was official, and the director of human resources had been spotted numerous times at the copy machine, busily copying and organizing severance package documents into tidy green folders.

My boss had told me that my job was important to the company, which meant the call to the CEO’s office was unexpected. I was out. I walked to my boss’s desk with my green folder and said, “Hey, WTF? I thought you said I was going to be safe.”

“I know,” he said. “I thought I was going to be safe, too.” He held up his green folder and smiled.

It had been one of the coldest winters on record. Even though it was March, the city was still covered in dirty snow and ice. It would be a few days before I got the gumption to call John to tell him the news. “I was voted off the island,” I joked, trying to make light of the situation.

While the recent Series A investment from Sony was short of the $10 million the company thought it could raise during the height of the dot-com frenzy, John did now have a bit of working capital. The timing of the investment turned out to be a minor miracle for the company—and for me!

“Maybe you could do a bit of consulting work remotely for us and we could see how it goes,” John offered. We both agreed full-time would be challenging if I remained in Boston. That said, I was happy to join the eleven-person Keyhole team, even on a contract basis.

Unfortunately, just as I joined, Keyhole’s business plan had been turned on its head. John and team had spent the first year in business creating a broadband mapping service for consumers, and had a deal in place to distribute the soon-to-be-released Keyhole EarthViewer through the leading broadband Internet company at the time: Excite@Home.

Excite@Home had millions of broadband Internet subscribers, and EarthViewer appeared to be a perfect fit for these tech early adopters who were paying for faster Internet service. Excite@Home’s business, however, was deeply dependent on the cooperation of cable companies like Time Warner, Cox, Comcast, and others. As the dot-com craze came to a fiery and final end in early 2001, the cable companies pulled out. Excite@Home’s stock cratered, and, like many others, the company began splintering apart. Keyhole had hitched its marketing-and-distribution wagon to the wrong horse. It was easy to do. There were a lot of wrong horses in early 2001. In fact, just about any dot-com consumer Internet service was suddenly a risky bet. From to to to any of the other sixteen dot-coms buying Superbowl ads in January of 2000, over $5 trillion of market valuation evaporated by the end of the year.

John and the Keyhole team needed another business model. A new idea other than consumer mapping software. “Hey, we need a new business model,” John said to me on our kickoff phone call. I stood in the food pantry that was now doubling as my office in our Cambridge apartment.

“I’ve been researching GIS software companies,” I said a few days later on the phone. (GIS stands for geographic information system. It is enterprise mapping software used to create and analyze data using maps.)

“Yeah, I know a little bit about it,” John said, “but I don’t want us to get pigeonholed into trying to sell something to the government. Plus, the market is owned by one company.”

John was referring to Environmental Systems Research Institute, or Esri (pronounced ez-ree), the leading mapping software company. What I didn’t know at the time was that the entire digital mapping software industry had gotten its start thirty years earlier about half a mile from where I was sitting: at the Harvard Graduate School of Design, with a landscape architecture student named Jack Dangermond.

Dangermond and his wife, Laura, created the software while at Harvard, then used it for their land-use planning consultancy in the 1970s. The husband-and-wife team landed a huge project for the county of San Diego in the early 1980s, and their work morphed the tool into a digital mapping software product that they called ArcGIS. By 2000, Esri had hundreds of thousands of clients that produced over a million maps. Daily.

In addition to cranking out maps, the company cranked out cash: In 2001, Esri generated $300 million in revenue; Jack Dangermond, who still owned 100 percent of the company, had a net worth that Forbes estimated at $2.7 billion.

Esri had a mapping solution for every industry. Police departments used it to map crime incidents and pull in feeds from the FBI and other government databases. The military employed the software for change detection, allowing an analyst to compare two different satellite images of the same place and detect what had moved (for example, a tank or a missile). Tax assessors utilized it to examine comparable home values and plat maps outlining a property. Real estate brokers created heat maps representing the concentration of a certain data set, and used drawing tools and regression analyses to determine the optimal location to build the next Starbucks or Home Depot. The applications were endless.

Add that to the fact that Esri had an entrenched installation base of system integrators, sales reps, and long-term contracts and service agreements—and it was a daunting idea that we might try to crack into the GIS software industry with our incomplete alpha version of Keyhole EarthViewer. No wonder John was dubious.

Nonetheless, I continued to push the GIS market because I thought we might have a competitive advantage. Esri, for all its merits, was a traditional enterprise software model and had three shortcomings: It was complicated, had no data, and was slow.

Creating maps using Esri software required sophisticated data analysis and training. You could get an accredited college degree in GIS, spending four years learning how to use it. More realistically, a team of Esri-trained specialists (or Esri’s own consulting arm) was needed to configure a custom solution for a client.

Esri was essentially a blank sheet of paper. In order to begin using it, you had to go out and find the data you needed, and download and import it. In the meantime, you had to hope that the data was the right format and map projection so that the multiple layers of data worked together. Esri specialists were needed to acquire and integrate mapping data in order to make the application work.

Lastly, it was slow. Viewing an Esri-generated map online involved a click followed by a long, painful wait for the map to refresh. If you wanted the base map for your Esri map to be an aerial image, the software bogged down even more. Esri was glacially slow, almost unusable, especially if you didn’t have the aerial image loaded on your local hard drive.

By comparison, Keyhole was simple to use, came bundled with access to terabytes of data, and was lightning fast.

In the summer of 2001 during one of my monthly trips, I visited a real estate company in San Jose to learn about how they used GIS software. The mapmaking team included only two specialists trained in the use of Esri software. As the pair escorted me to their rear office, I walked past the sprawling cubicles of one hundred and forty real estate brokers. During our meeting, several of the brokers interrupted our conversation with urgent requests for specific maps.

Wait a second, I thought to myself. What if we could make a GIS mapping application that was simple enough to be used by these brokers?

At the Keyhole office later than day, I recounted my experience for John: “Maybe Keyhole could be a simpler GIS aimed at non-GIS experts?” I joked, for effect. “Maybe we could be the GIS solution for people who can’t spell GIS.”

It wasn’t as if John was unaware of this potential market. Others on the team had also been advocating for an enterprise GIS strategy. Although the long-term potential was more limited, the promise of an immediate cash flow was increasingly attractive. With the collapse of the dot-com bubble, future funding was looking less likely and the Keyhole bank account was shrinking every day as the company invested in servers, data, and more engineers.

Since the finalization of the Sony investment deal, John had begun to fill out the team.

A software engineer named David Kornmann, who had worked with Rémi in France, was hired (although he continued to live in France). David had seen the Intrinsic CTFLY demo at the SIGGRAPH trade show in Los Angeles in 1999 and was duly impressed. Rémi had given David a copy of CTFLY on CD-ROM to take back to France with a challenge: Could David get 3-D terrain running in the software? Rémi was well aware of David’s love for 3-D terrain visualization projects. They had worked together on an Airbus A320 flight simulator, and David had shown his passion and expertise in the complex software code behind the accurately visualizing topography, making the mountains pop off the surface and the valleys plunge below.

Back in France, David added small examples of 3-D terrain code to the demo and sent Rémi a new executable program on CD-ROM. CTFLY had always allowed the user to zoom in to a place on the earth, which usually was the first level of amazement. Months later, David would come through with a demo of a 3-D terrain rendering of the Grand Canyon and Mount St. Helens for Michael and Brian. Though he still had much work to do to make it something that could be utilized worldwide, in David’s demo the user could zoom in to a place on the earth and tilt the view to render terrain in 3-D, offering a whole other level of realism to the scene. Mount St. Helens snapped up from the surface, the Grand Canyon pitched downward.

At the same time, John hired his first administrative assistant, Dede Kettman, a tall blond Italian woman who was always dressed in refined business attire. Visitors were treated with an air of decorum and hospitality usually reserved for formal corporate meetings. In some ways, she ended up serving as the mother figure of the office; it was quite possible that Dede was too good for Keyhole. Lenette Posada Howard, a veteran tech project manager with a boisterous sense of humor, was hired as head of operations. Lenette had worked for ten years for groups like Anderson Consulting, project-managing a variety of software implementations, but agreed to work for Keyhole part-time as long as she could bring her two-month-old daughter, Gaby, when she worked in the office; she often had an eleven-by-seventeen Microsoft Project schedule in one hand and her daughter in the other. When the team was on schedule, which was never, Lenette’s job was easy and everyone was happy with everyone else.

After I was hired, John also brought on Dave Lorenzini, a smooth, excitable, geospatial business development and sales representative who had jumped ship from one of our aerial imagery providers. When his combination of industry knowledge, contacts, and high energy was well directed, doors opened up. We rarely knew what Dave was doing, but we knew we’d hear from him once a week with some crazy new idea or opportunity. Living partly in Los Angeles and Lake Tahoe, and on the road, Dave was everywhere except where you expected him to be.

John also recognized the strategic importance of data acquisition and hired a handsome and somewhat regal South African named Daniel Lederman to lead overall business development. He was one of John’s most critical hires. Think of it this way: Keyhole EarthViewer without bundled data was like iTunes without any music, a Kindle app with no books, or a YouTube player with no video. For maps, the data is everything. Daniel scoured the globe for free and paid sources of aerial imagery and other data sets in order to build out Keyhole’s library.

Ed Ruben was a jolly, good-natured family man—probably even before he had a family. He earned a master’s in computer science at UC-Davis and attended business school with John at Berkeley before working on databases for Netscape until John hired him as a Keyhole engineer, where he would develop our subscription billing system, a relatively new concept in the software world.

Soon, Daniel started acquiring data sets by the megabytes (individual aerial photographs), gigabytes (neighborhoods), and terabytes (cities and states). Many data sets were captured with taxpayer funds and therefore a part of the public domain, and Daniel could request specific sets of data—and have them sent to our offices via a CD or DVD for only the cost of reproduction. Surprisingly, in many cities, departments, such as police and fire, sent us their city’s imagery data and asked us to import it. This allowed them to access the data themselves through Keyhole EarthViewer, something that they would have gone through the GIS department for before.

The entire base map for Keyhole EarthViewer 1.0 was free, courtesy of NASA and a data set called Blue Marble. It was a compilation of satellite images gathered from June to September 2000. In EarthViewer, you saw this image when you zoomed all the way out into space. The Blue Marble data set was a beautiful base map and freely available to the public. Of course, this was just the background image; it was not high resolution. For higher resolution views, we needed to find imagery captured by advanced high-resolution imaging satellites or low-flying planes.

John developed a three-pronged data-acquisition strategy. The first tactic was related to satellites. John and David Lorenzini reached out to the only two companies operating high-resolution imaging satellites—Space Imaging and Digital Globe. Both companies operated satellites that were the direct descendants of technology pioneered for the military, or the Keyhole satellites.

Only ten years earlier, Congress had spawned the development of a commercial satellite industry, passing the Land Remote Sensing Policy Act of 1992. For the first time, non-defense-industry, high-resolution imaging satellites were legal.

David and John met representatives of Space Imaging, a joint venture company formed by Lockheed Martin and Raytheon that had launched the first commercial high-resolution imaging satellite. Known as Ikonos, it could record images at a resolution of approximately one meter by one meter, meaning each pixel in the image corresponded to a spot on the ground about one square meter in size.

Digital Global was a long shot. The first two launch attempts had been expensive failures at $500 million per satellite (it is rocket science, after all). Fortuitously for “DG,” as we called it, and for Keyhole, its third satellite named QuickBird II launched from Vandenberg Air Force Base on October 18, 2001, and successfully transmitted its first satellite imagery a few days later.

Designed to orbit five years, QuickBird II ended up flying for thirteen years, circling the Earth over seventy thousand times, continuously snapping photos at 0.7-meter resolution: This meant that one pixel in the photo represented 0.7 meter on the ground, higher resolution than Space Imaging’s Ikonos. QuickBird’s images were good enough to distinguish the difference between a car and a truck and the vehicle’s color, though not exactly clear enough to pick out the make and model.

A second element of the data acquisition strategy centered on imagery collected from aircrafts for local governments. Aerial imagery could be even higher resolution than satellite imagery, with photos up to fifteen centimeters by fifteen centimeters per pixel, and much of this data had been commissioned and paid for by local government agencies. Keyhole began an aggressive business outreach program to get these organizations to share that data. In exchange, the cities were granted licenses to their own data through Keyhole’s revolutionary streaming software platform.

The third component of the strategy involved going directly to the companies collecting aerial imagery and negotiating to purchase it. At this point, the industry was highly fragmented and was dominated by modest outfits with roots in aviation. One of the most colorful of these aerial imaging companies was a small shop with big ambitions run by the incomparable aerial imagery cowboy and risk-taking entrepreneur J. R. Robertson, CEO of Airphoto USA. Based in Phoenix, he maintained a fleet of fourteen planes with cameras mounted through holes drilled into the fuselages. Long-haired, chain-smoking, hard-drinking, Harley-riding J.R. was the antithesis of John and Daniel. But it required a renegade like J.R. to take a chance on Keyhole. He owned high-resolution aerial imagery data sets of over a hundred of the most populous cities in the country—and John wanted access to it all. He also wanted J.R. to deliver new city data sets to us within four weeks of flying. He wanted Keyhole to have the right to import all of Airphoto’s imagery into our databases and the right to sell access to it. J.R. might charge a city government a fee of $400,000 to fly over a single urban area. And John wanted all of this for no cash up-front.

Instead, John would pay J.R. royalties: 25 percent of every license sold. For example, if we sold a $600 license to Keyhole EarthViewer, J.R. earned $150. J.R. probably agreed only because he could see that it was a faster and more efficient way of distributing his data, and if he didn’t do the deal with Keyhole, someone else would.

Since we would be selling this service to many of his own commercial customers, J.R. negotiated to make Keyhole supplemental, not competitive, to his core GIS user market. For example, the contract stipulated that we would not allow users to export an image with geodata (the latitude and longitude) from Keyhole; this meant a mapping software application, like Esri, would be blind to the original location of the image. The printing resolution would also be arbitrarily capped, and, in some versions, watermarked with Airphoto and Keyhole logos. Lastly, the Airphoto logo would be displayed prominently anytime his imagery was being viewed.

Mark Aubin, who sat in a cubicle stuffed into the back corner of the office, transformed J.R.’s images and the images from government agencies into EarthViewer with his new tool called Earthfusion. It included back-end scripts for importing, stitching the photos together with the right map projections, color-balancing the images, and blending it all into a database in a format that could be streamed to EarthViewer client applications. As a result, it looked like you were viewing one seamless photo even though it was made up of hundreds of thousands of photos.

Keyhole EarthViewer was effectively two products: It was a software package that you downloaded and installed on your computer, and it was a subscription service to a library of aerial imagery. (We were intentionally staying away from building a website, so we wouldn’t be in direct competition with MapQuest and also for security purposes, because the imagery data could be easily stolen from a browser-based service.) In addition, the pricing model was revolutionary. Up to that point in time, a single satellite image of an area just eight kilometers by eight kilometers could cost $10,000 or more.

We pivoted toward a business-to-business model, and Keyhole began to explore potential enterprise markets. Dave Lorenzini had established a connection at a trade show, Realcomm, known as a technology showcase for the real estate industry. That year it was hosted in Dallas, Texas, on June 14, 2001. John stood at the doorway of his dark gray cube in late May and told a small group of us the following: The Realcomm trade show would be the site for the official launch of Keyhole EarthViewer 1.0.

Mark said, “We’re not ready for that. We have only four cities.”

“At least have Dallas/Fort Worth uploaded in the database before the show,” John said. “Look, guys, you have to figure out a way to get this done.” Clearly, it was not up for debate. The engineers worked late nights to ensure a new database was ready for the show, and concurrently another team finalized the EarthViewer 1.0 software. I scrambled to prepare all of the necessary marketing elements—from business cards to the trade-show booth. In terms of price, we decided to try an annual subscription of $1,200.

On the day of the show, two thousand investors, developers, and real estate portfolio managers assembled in the enormous hall in Dallas to hear the latest industry technology insights from the show’s charismatic organizer, Jim Young. On a stage flanked by two video screens, Young ticked through the most recent innovations before introducing his latest tech discovery—Keyhole EarthViewer. Chikai began a flyover of Dallas and zoomed down to the convention center. A tour of real estate hot spots across the country followed with Young expounding on the potential of Keyhole to revolutionize the way real estate was discovered, acquired, and marketed.

Later, during the trade show, I was in the Keyhold booth, flying a potential client around the globe and into aerials of his properties. I sensed J.R.’s presence nearby. I knew what was coming before it happened. The Airphoto USA logo had disappeared just as I piloted the prospect down to a property.

“Where’s my logo?” J.R. whispered into my ear from behind me. “Where’s my fucking logo?”

Then he stomped off in his cowboy boots, his wallet chained to his jeans. Soon after, I received a call from John, asking me what was going on. Back in Mountain View, J.R. had left him a menacing voice mail about “breach of contract” and “a clear violation of trust.” Later, I found J.R. in his booth, sipping whiskey from a plastic cup and smoking a cigarette.

I tried to explain the reason for the disappearing logo—the disparate data sets and how sometimes our client software didn’t call back to our servers for a new image. In those rare cases, his logo might not load because EarthViewer did not know that the image being viewed was from Airphoto USA. We only showed his logo when looking at one of his photos.

“Desperate databases?” he asked.

“No, disparate,” I said, “as in different.”

“Why don’t you just fucking say different?”

Despite the glowing reviews from Realcomm, the team returned from the show with only eleven sales. John tacked this list of subscribers to the wall outside his office. We did receive a show award for Best New Real Estate Technology, but it was clear that we had much more work to do to find buyers. We managed to make more money than we had spent, and this became the standard for how we decided on whether or not to participate in a trade show. An architecture show? The cost $5,000? “Okay, you better come back with more than that in sales, Kilday,” John might say.

It may have been naive, or possibly brilliant, but we wound up trying out many different markets by simply going to the trade show of that market. Travel agent show. United States Geological Survey show. Television broadcaster show. Private aviation show. Energy sector show. Urban planning show. Military show. We weren’t picky. It seemed that the technology could be used for a number of scenarios we couldn’t have imagined. I remember selling an EarthViewer license to someone who designed highway billboards. He could use the tool to figure out the sight lines of a billboard and adjust the font size in his designs accordingly.

That fall of 2001, we flew all over the country to trade shows and sales meetings, trying to find the right market for our product. I was still living in Boston, as the company’s financial prospects were too shaky to justify a cross-country move for Shelley and me. On Monday, September 10, 2001, I took my normal American Airlines flight out of Boston’s Logan to California at eight o’clock in the morning. I remember that David Lorenzini had called me the prior week, asking if I could instead fly on the Tuesday, September 11, for a trade show that he was going to in Los Angeles. I had turned him down, though, as I already had made my arrangements to travel on the Monday.

What happened the next day put into perspective the relatively trivial trials and tribulations of life at a risky start-up. Like the rest of Silicon Valley and the world, we huddled around televisions and the CNN website. We were searching for answers: Who were these people? Where did this hate come from? CNN’s website was down, overloaded with traffic. For the first time that morning, I spun the EarthViewer globe to study the Middle East.

Somehow I felt more committed to Keyhole after the tragic events of September 11. Like many, for me, the events and enormous loss of life on that morning served as a stark reminder that we only live once. Even though it was a risky venture, we had a good chance of turning Keyhole into something great. I felt more willing to take that chance.

Despite requiring users to own a newer PC in order to run EarthViewer and having only a modest imagery database, by the end of 2001, Keyhole had generated $500,000 in revenue. The transition from the original strategy of a consumer-focused software company had been challenging, but we were reinventing ourselves in order to keep the doors open. Many dot-com consumer companies that had not pivoted to a new strategy were closing up shop all around us.

At the beginning of 2002, we hired our first dedicated sales director, Doug Snow. He had sold mapping software successfully before for MapInfo, the distant number two in the GIS software world. Doug, a former college football linebacker and Tony Soprano look-alike, brazenly offered to work for Keyhole for commission only. I also managed to convince John to hire a marketing coordinator, Ritee Rouf.

That spring I began to get the sense that we might gain greater traction in real estate. That said, real estate is a vast and sprawling industry; it’s really a loose collection of many different markets, each with their own needs. First, we tried residential real estate with the National Association of Realtors show in Chicago that attracted fifty thousand residential Realtors. Even as I was unpacking our booth at the back of the convention center with Ritee, I knew the residential real estate market was not going to work out. Being located next to a lipstick-sales company was my first clue.

In hindsight, I caught a glimpse of the future during those painful two and a half days at the National Association of Realtors show. The mostly female crowd wasn’t buying Keyhole. They were, however, carrying two devices: their ubiquitous mobile phones and also new mobile personal digital assistants (PDAs) from Palm Pilot or Compaq. Some of those PDAs even had the ability to pull up a tiny black-and-white map, if you were patient enough.

A month later, we tried our luck at the largest commercial real estate trade show in Las Vegas: the International Council of Shopping Centers (ICSC) show attended by fifty thousand commercial real estate brokers. Our booth was located on the outskirts of the convention center across from a company that sold LED road signage, the kinds of signs strip malls and gas stations display so you can see them from great distances. Like space. One of their employees even offered us pairs of sunglasses due to the bright lights of their booth. Within five minutes, I felt like I was getting a tan.

“This is total bullshit,” Doug Snow exclaimed and stormed off. Fifteen minutes later, we were escorted to an optimal spot next to the front door of the exhibition hall. It was the single most important thing that Doug did for Keyhole. The company was given that prime location—as well as the first right of refusal—every year.

ICSC 2002 proved to be a coming-out party of sorts for Keyhole. It was the first time that people bought our product in volume. It was a feeding frenzy of sales. In three days we’d sold $100,000 worth of recurring software subscriptions and generated lots of leads.

“Show special $599. Come on, let’s do this. Hell, you are going to spend that much money on a steak dinner tonight,” I teased a prospect. He bought the software. (We had dropped our price from $1,200.)

It was almost always the same. “Oh my gawd. Can I see my house? Jimmy, get over here and check this shit out. Hey, that ain’t your car, Jimmy. Hell, you better call your wife. Hey, this ain’t real time, is it?”

“Sure it is,” I responded. “Go on outside and wave up at the satellite. We’ll stay in here and watch you!” He looked at the door and then back at me.

“Awww, hell, you almost got me, Billy! Okay, sign me up. I’ll take two.”

In those days we used an old-school credit card slider that made carbon copies. Dede took those credit card orders and entered them into a website to process the purchase. Our booth was flooded with sales to the point that our staff was fighting for the credit card sliders. We had a contest at the booth about who could sell the most each day, and Dede often won.

I once held up four software packages above the crowd and said, “I’ve got four packages left. Who wants them?”

“I’ll take them,” someone shouted from the back. As I rung the customer up and handed over the software, he said, “Hey, what is this, anyway?”

Keyhole had found its first market.

Chapter 4

Out of Gas

On a brilliant Saturday morning in the late spring of 2002, I found myself stuck inside the air-conditioned atrium of the Tech Museum of Innovation in downtown San Jose. Before the doors opened, I reached into my backpack and dragged my Toshiba Satellite laptop computer out, setting it up on the standard six-foot, black-draped table.

I would have preferred to have been anywhere else, but especially back in Boston with Shelley, who at that point was seven months pregnant. The Tech Museum in San Jose had recently signed on as a customer, installing Keyhole EarthViewer in a kiosk to allow individuals to explore the planet. Since I was in California on the tail end of one of my monthly treks to Mountain View, I had agreed to demo it as part of the rollout.

I was tired. The commutes to Mountain View were intense, seemingly working in three weeks of action into one weeklong sprint. Without Shelley around to curb my long hours, I was free to work unabated, late into the night. I often slept on the pullout sofa in Holly and John’s dark basement in Oakland, driving the hour and a half each way with John in his silver Subaru WRX in order to save the company money on hotels; the commutes were mere extensions of the workday, filled with sales calls and strategy planning as we slogged down I-880 in bumper-to-bumper traffic and across the Dumbarton Bridge into Mountain View, the heart of Silicon Valley. Occasionally that summer, John and I escaped to catch a game played by the Oakland A’s, who were inexplicably in the midst of a twenty-game winning streak, later immortalized by Michael Lewis in his bestselling Moneyball.

By Saturday morning, I was fried. I fumbled with the VGA cables to connect my laptop to the fifty-inch display monitor. Soon Keyhole EarthViewer floated on the screen. I gave the globe a spin with a casual flick of my mouse. I looked up across the atrium and smiled knowingly at the janitor tidying up before the doors opened. He paused his broom mid-sweep, and his eyes grew wide.

It never got old: demoing Keyhole EarthViewer. The reaction was often religious. The doors opened, and the atrium bustled with Silicon Valley’s above-average kids and their above-average parents chasing after them. The game was on. Audible gasps. Slaps at my shoulder in disbelief. Expletives, from the children. Offers to invest, from the parents. The sheer joy and the jolt of adrenaline always re-energized me.

Later that morning, John sneaked up behind me with his five-year-old son, Evan. (At the time, Holly and John also had a two-year-old daughter named Claire.) “You know, it’s rare to get to show something to someone that they have never seen before,” he said. “Like, never seen before.” He jumped in and took the controls for a few spins to show the gathering crowd some of his favorite sights, such as the Grand Canyon and the strip of Las Vegas.

The crowd surrounded us. The feeling of euphoria was palpable and infectious. “We’ve got to get the consumer version out there,” John added, looking around at the awestruck crowd clamoring for a chance to control EarthViewer.

The commercial real estate market had been a boon for Keyhole, no doubt. They were the first guys to step up and write our fledgling company checks, providing us with invaluable cash flow and extending our runway a bit farther. But facilitating a land deal for Home Depot or helping an HVAC installer figure out the pitch of a roof or assisting Starbucks in choosing their next location was not exactly the vision that got John out of bed in the morning.

Yes, those first few thousand customers were critically important, but as John surveyed the families in the museum atrium that day, he was drawn back to the original idea: a fully immersive, fast, fluid 3-D model of our common planet, shared by everyone. The revolutionary concept that anyone, anywhere could virtually fly across the planet, using a model so realistic, it would be as if you were there.

John looked around the enthusiastic crowd again. “Yeah, we’ve got to get the consumer version out,” he repeated, this time a bit impatiently. The desire to create a consumer version wasn’t just about pleasing the crowd; Keyhole desperately needed the cash.

John had been recently introduced to Jen-Hsun Huang, cofounder of a company called Nvidia, the leading manufacturer of 3-D graphics processors. Michael Jones had connected with Jen-Hsun in January of 2002 at the Consumer Electronics Show (CES) in Las Vegas and raised the idea of Nvidia partnering with Keyhole to promote its graphics technology. The seed was planted, but it was up to John to take that introduction and transform it into a deal.

Huang started Nvidia in 1993, just as the PC-gaming industry took off and those same Intel-based PCs that put SGI out of business hit the market. The company popularized the graphics processing unit (GPU), a computer card dedicated to crunching the complex math behind the creation of three-dimensional gaming worlds for games like Doom and Quake on PCs from Dell and Hewlett-Packard. The GPU enabled intricate computer 3-D worlds to be graphically rendered on cheap, consumer-grade PCs, opening up whole new markets and industries. By 2002, the company was worth over $10 billion.

For all of its success, Nvidia appeared to have hit a ceiling on its market valuation. Even though it dominated gaming, which was a large and growing market, Wall Street still did not consider the company to be operating in a mass consumer market. For example, you didn’t need a Nvidia graphic processor to run a web browser, open a spreadsheet, or read an email. Jen-Hsun saw Keyhole as a chance to move beyond the gaming market. EarthViewer was not a game, yet because of the complex 3-D math at its core, it did need a computer with a dedicated graphics processor to run.

During the initial meeting, Jen-Hsun had a question for John: Would Keyhole consider building a version of EarthViewer that was intended for consumers—one that was exclusive to Nvidia, requiring a graphics card made by Nvidia to run?

After conferring with Phil about the ease of technical implementation, John made the offer to Nvidia’s head of business development, Jeff Herbst: Keyhole would give Nvidia an advantage over other graphics card makers by launching the consumer version of Keyhole exclusively with Nvidia in exchange for a million-dollar investment and a commitment to bundle the app with all graphics cards and software updates. “No way,” the Nvidia team responded dismissively. “Don’t you understand the kind of volume such exposure would drive? We’re going to open up a firehose for you guys.”

Keyhole was running on fumes, and John was relentless. We urgently needed the cash; the Sony funds were gone (and that venture capital fund was being folded into another department at Sony). He was confident that a version of EarthViewer exclusive to Nvidia would be a valuable differentiator for them, so he decided to reach out to Jen-Hsun directly. Eventually Jen-Hsun trumped his business development team and agreed to pay Keyhole $500,000 to build a consumer version “optimized for Nvidia GPUs.” John was satisfied with this agreement because it meant another critical two to three months for Keyhole. Within weeks, Phil and our team created this version of EarthViewer, but devoid of some professional features, like printing, annotation, and measurement. EarthViewer NV, as we called it, was bundled with a fourteen-day free trial and a one-year subscription price of $79.95. Our aerial imagery partner J. R. Robertson received 25 percent, or roughly twenty dollars, for every sale.

To kick off the partnership, John and I met a team from Nvidia for lunch near their offices in Santa Clara. I was introduced to my counterpart on the Nvidia marketing team, Keith Galocy, a good-natured midwestern guy who was often bleary-eyed from all-night gaming sessions “testing out” the latest graphics cards.

After lunch we headed back to Nvidia’s sparkling new offices to review launch plans. The enormous glass space was bright and futuristic. As a part of the move into these new offices, one of the Nvidia engineers had created a realistic first-person 3-D shooter game out of their offices, so employees could roam the hallways and blow away their virtual colleagues. (This seemed to me to be a terrifically bad idea.) Jen-Hsun himself dropped by the meeting to congratulate our team on the deal. Born in Taiwan and a graduate of Oregon State and Stanford, Jen-Hsun founded Nvidia on his thirtieth birthday. “Have you given any thought to ‘going procedural’ when you zoom all the way into street level?” Jen-Hsun asked, leaning forward over the conference table toward John.

“Possibly,” John responded, “but we are committed to a geo-specific approach. We need things to look like what’s actually there, and the data isn’t out there yet to do that at the street level on a global scale.”

On the five-minute drive to Keyhole, John explained to me what Jen-Hsun meant: He was predicting a world of 3-D buildings and street-level views. Jen-Hsun was proposing to do that procedurally, a computer graphics technique where you procedurally create detailed images from an algorithm. This could yield buildings that would make a vivid 3-D demo, but it wouldn’t reflect what the real world looked like at that location (think Sim City). John said that it wasn’t out of the question that one day a user would be able to zoom all the way in to a map to street level, and from there the user could switch over to a realistic view of 3-D buildings and street-level photos and be able to virtually walk down the street.

“This is assuming that you can get the millions of miles of street-level imagery data, of course,” John said, and then after a long pause added, “It’s a twenty-year-out project.”

The idea sounded like something out of a science fiction novel to me. Certainly far-fetched technology that I would never see during my lifetime.

The consumer version for Nvidia was an easy sell. Consumers loved it. The following is an email sent by a college student after he had downloaded the free fourteen-day trial of Keyhole EarthViewer NV from the Nvidia website. The subject line read “Keyhole is Awesome.” And here’s some of his email: “OMG. I was on the Nvidia site, looking for drivers. . . . And I got to the screen and I saw the earth. It was floating there. OMG. OMG. I started drooling. . . . I zoomed, and Jesus, it was still high res so I went to my house, I went to my school, I went to my friend’s house and then I discovered the address capabilities!!! And then all of these people came into my room and we typed in addresses and we freaked and tripped out. This program is crazy insane. Are you sure this is legal?”

The Nvidia deal would provide a helpful cash injection, but John knew that it was not enough. The $500,000 could only be stretched over two or three months. So he pursued another $500,000 deal with a company in Tokyo, Japan, called Silicon Studio, a video game developer that specialized in creating and distributing 3-D games. In early 2002, the company came to John with a desire to create a version of EarthViewer for their exclusive distribution in Japan. After weeks of negotiation, John had flown to Tokyo with the hopes of ironing out the details, finalizing the deal, and returning home with $500,000 more for Keyhole.

While in Japan, John received the heartbreaking news that his father, Joe, had fallen gravely ill back in Cross Plains, Texas. As a result, John had to cut short his business trip and return to Texas. Within days of John’s arrival home, his father passed away. He decided to stay with his mother and his sister, Paula, to make the necessary arrangements. At his father’s funeral, John delivered the eulogy, and after the burial ceremony, the family returned home for a traditional Texas reception. Barbecue, casseroles, and pies streamed in. As the town’s beloved postmaster, Joe Hanke had known all 893 residents of Cross Plains and they seemed to all be there to pay their respects.

In the middle of the reception, John’s phone rang. He paused while studying the number. Oh my god, he thought. Am I going to have to deal with this? It was Silicon Studio, calling from Japan. John knew that he couldn’t delay the deal any further, because Keyhole needed the cash. He excused himself from the reception, stepped outside, and negotiated the deal to fund a few more months of Keyhole’s payroll, desperate to keep the company alive. John would later admit to me, “I had to wrap up the deal at my dad’s funeral. That was a pretty low point for me. I was so spent. I had nothing left.”

After John returned to Mountain View, he directed his attention to Digital Globe (DG), as they had recently launched their new QuickBird satellite. With Nvidia’s appeal to consumers globally and a new distribution partner in Japan, Keyhole needed to expand its imagery coverage internationally. Despite their comparatively low resolution, satellites still presented numerous advantages. First, they were always up there. The satellite orbited for twenty-four hours a day, seven days a week, three hundred and sixty-five days a year. This translated to significantly more current data. Secondly, QuickBird knew no international boundaries. It was just as easy to collect images in South Africa as it was in southern Arizona.

After over a year of discussions, Daniel and John were able to conclude a deal with Digital Globe that would give it access to large quantities of imagery covering the major cities of the world. Digital Globe saw Keyhole as the perfect partner for reaching new categories of customers—commercial ones and even everyday consumers wanting to simply explore the globe. This satellite imagery had historically been reserved for the U.S. military, and Keyhole represented a potential path to another market.

John asked Phil and the engineering team to re-architect the Keyhole back-end server and front-end client software to allow users to switch between different imagery databases. Soon we had two Earths: one featuring J.R.’s data and one featuring Digital Globe’s. Users could switch back and forth between the two.

In late summer of 2002, the Digital Globe data started really rolling in. Often, sitting in our conference room in one meeting or another, I spotted the UPS or FedEx truck pulling up and heard Dede signing for the package, and Chikai and Daniel emerged from their cubes to see what we had been sent.

Chikai and Wayne Thai, a young image-processing assistan