Surveillance Valley

The Secret Military History of the Internet


By Yasha Levine

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The internet is the most effective weapon the government has ever built.

In this fascinating book, investigative reporter Yasha Levine uncovers the secret origins of the internet, tracing it back to a Pentagon counterinsurgency surveillance project.

A visionary intelligence officer, William Godel, realized that the key to winning the war in Vietnam was not outgunning the enemy, but using new information technology to understand their motives and anticipate their movements. This idea — using computers to spy on people and groups perceived as a threat, both at home and abroad — drove ARPA to develop the internet in the 1960s, and continues to be at the heart of the modern internet we all know and use today. As Levine shows, surveillance wasn’t something that suddenly appeared on the internet; it was woven into the fabric of the technology.

But this isn’t just a story about the NSA or other domestic programs run by the government. As the book spins forward in time, Levine examines the private surveillance business that powers tech-industry giants like Google, Facebook, and Amazon, revealing how these companies spy on their users for profit, all while doing double duty as military and intelligence contractors. Levine shows that the military and Silicon Valley are effectively inseparable: a military-digital complex that permeates everything connected to the internet, even coopting and weaponizing the antigovernment privacy movement that sprang up in the wake of Edward Snowden.

With deep research, skilled storytelling, and provocative arguments, Surveillance Valley will change the way you think about the news — and the device on which you read it.



Oakland, California

It was February 18, 2014, and already dark when I crossed the Bay Bridge from San Francisco and parked my car in downtown Oakland. The streets were deserted, save for a couple of homeless men slumped in a heap against a closed storefront. Two police cruisers raced through a red light, sirens blaring.

I approached Oakland’s city hall on foot. Even from a distance, I could see that something unusual was going on. A line of parked police cars ran down the block, and news anchors and TV camera crews scampered about, jockeying for position. A large group of people milled near the entrance, a few of them setting up what looked like a giant papier-mâché rat, presumably intended as a symbol for snitching. But the real action was inside. Several hundred people packed Oakland’s ornate high-domed city council chamber. Many of them carried signs. It was an angry crowd, and police officers flanked the sides of the room, ready to push everyone out if things got out of hand.

The commotion was tied to the main agenda item of the night: the city council was scheduled to vote on an ambitious $11 million project to create a citywide police surveillance hub. Its official name was the “Domain Awareness Center”—but everyone called it “the DAC.” Design specs called for linking real-time video feeds from thousands of cameras across the city and funneling them into a unified control hub. Police would be able to punch in a location and watch it in real time or wind back the clock. They could turn on face recognition and vehicle tracking systems, plug in social media feeds, and enhance their view with data coming in from other law enforcement agencies—both local and federal.1

Plans for this surveillance center had been roiling city politics for months, and the outrage was now making its presence felt. Residents, religious leaders, labor activists, retired politicians, masked “black bloc” anarchists, and reps from the American Civil Liberties Union—they were all in attendance, rubbing shoulder to shoulder with a group of dedicated local activists who had banded together to stop the DAC. A nervous, bespectacled city official in a tan suit took the podium to reassure the agitated crowd that the Domain Awareness Center was designed to protect them—not spy on them. “This is not a fusion center. We have no agreements with the NSA or the CIA or the FBI to access our databases,” he said.

The hall blew up in pandemonium. The crowd wasn’t buying it. People booed and hissed. “This is all about monitoring protesters,” someone screamed from the balcony. A young man, his face obscured by a mask, stalked to the front of the room and menacingly jammed his smartphone in the city official’s face and snapped photos. “How does that feel? How do you like that—being surveilled all the time!” he yelled. A middle-aged man—bald, wearing glasses and crumpled khakis—took the podium and tore into the city’s political leaders. “You council members somehow believe that the Oakland Police Department, which has an unparalleled history of violating the civil rights of Oaklanders and which cannot even follow its own policies, be it a crowd control policy or a body camera policy, can somehow be trusted to use the DAC?” He left with a bang, yelling: “The only good DAC is a dead DAC!” Wild applause erupted.

Oakland is one of the most diverse cities in the country. It’s also home to a violent, often unaccountable police department, which has been operating under federal oversight for over a decade. The police abuse has been playing out against a backdrop of increasing gentrification fueled by the area’s Internet boom and the spike in real estate prices that goes along with it. In San Francisco, neighborhoods like the Mission District, historically home to a vibrant Latino community, have turned into condos and lofts and upscale gastro pubs. Teachers, artists, older adults, and anyone else not making a six-figure salary are having a tough time making ends meet. Oakland, which for a time was spared this fate, was now feeling the crush as well. But locals were not going down without a fight. And a lot of their anger was focused on Silicon Valley.

The people gathered at city hall that night saw Oakland’s DAC as an extension of the tech-fueled gentrification that was pushing poorer longtime residents out of the city. “We’re not stupid. We know that the purpose is to monitor Muslims, black and brown communities and protesters,” said a young woman in a headscarf. “This center comes at a time when you’re trying to develop Oakland into a playground and bedroom community for San Francisco professionals. These efforts require you to make Oakland quieter, whiter, less scary and wealthier—and that means getting rid of Muslims, black and brown people and protesters. You know this and so do developers. We heard them at meetings. They are scared. They verbally admit it.”

She had a point. A few months earlier, a pair of Oakland investigative journalists had obtained a cache of internal city-planning documents dealing with the DAC and found that city officials seemed to be interested more in using the proposed surveillance center to monitor political protests and labor union activity at the Oakland docks than in fighting crime.2

There was another wrinkle. Oakland had initially contracted out development of the DAC to the Science Applications International Corporation, a massive California-based military contractor that does so much work for the National Security Agency that it is known in the intelligence business as “NSA West.” The company is also a major CIA contractor, involved in everything from monitoring agency employees as part of the agency’s “insider threat” programs to running the CIA’s drone assassination fleet. Multiple Oakland residents came up to blast the city’s decision to partner with a company that was such an integral part of the US military and intelligence apparatus. “SAIC facilitates the telecommunications for the drone program in Afghanistan that’s murdered over a thousand innocent civilians, including children,” said a man in a black sweater. “And this is the company you chose?”

I looked around the room in amazement. This was the heart of a supposedly progressive San Francisco Bay Area, and yet the city planned on partnering with a powerful intelligence contractor to build a police surveillance center that, if press reports were correct, officials wanted to use to spy on and monitor locals. Something made that scene even stranger to me that night. Thanks to a tip from a local activist, I had gotten wind that Oakland had been in talks with Google about demoing products in what appeared to be an attempt by the company to get a part of the DAC contract.

Google possibly helping Oakland spy on its residents? If true, it would be particularly damning. Many Oaklanders saw Silicon Valley companies such as Google as being the prime drivers of the skyrocketing housing prices, gentrification, and aggressive policing that was making life miserable for poor and low-income residents. Indeed, just a few weeks earlier protesters had picketed outside the local home of a wealthy Google manager who was personally involved in a nearby luxury real estate development.

Google’s name never came up during the tumultuous city council meeting that night, but I did manage to get my hands on a brief email exchange between a Google “strategic partnership manager” and an Oakland official spearheading the DAC project that hinted at something in the works.3

In the weeks after the city council meeting, I attempted to clarify this relationship. What kinds of services did Google offer Oakland’s police surveillance center? How far did the talks progress? Were they fruitful? My requests to Oakland were ignored and Google wasn’t talking either—trying to get answers from the company was like talking to a giant rock. My investigation stalled further when Oakland residents temporarily succeeded in getting the city to halt its plans for the DAC.

Though Oakland’s police surveillance center was put on hold, the question remained: What could Google, a company obsessed with its progressive “Don’t Be Evil” image, offer a controversial police surveillance center?

At the time, I was a reporter for Pando, a small but fearless San Francisco magazine that covered the politics and business of Silicon Valley. I knew that Google made most of its money through a sophisticated targeted advertising system that tracked its users and built predictive models of their behavior and interests. The company had a glimpse into the lives of close to two billion people who used its platforms—from email to video to mobile phones—and it performed a strange kind of alchemy, turning people’s data into gold: nearly $100 billion in annual revenue and a market capitalization of $600 billion; its cofounders Larry Page and Sergey Brin had a combined personal wealth estimated to be $90 billion.

Google is one of the wealthiest and most powerful corporations in the world, yet it presents itself as one of the good guys: a company on a mission to make the world a better place and a bulwark against corrupt and intrusive governments all around the globe. And yet, as I traced the story and dug into the details of Google’s government contracting business, I discovered that the company was already a full-fledged military contractor, selling versions of its consumer data mining and analysis technology to police departments, city governments, and just about every major US intelligence and military agency. Over the years, it had supplied mapping technology used by the US Army in Iraq, hosted data for the Central Intelligence Agency, indexed the National Security Agency’s vast intelligence databases, built military robots, colaunched a spy satellite with the Pentagon, and leased its cloud computing platform to help police departments predict crime. And Google is not alone. From Amazon to eBay to Facebook—most of the Internet companies we use every day have also grown into powerful corporations that track and profile their users while pursuing partnerships and business relationships with major US military and intelligence agencies. Some parts of these companies are so thoroughly intertwined with America’s security services that it is hard to tell where they end and the US government begins.

Since the start of the personal computer and Internet revolution in the 1990s, we’ve been told again and again that we are in the grips of a liberating technology, a tool that decentralizes power, topples entrenched bureaucracies, and brings more democracy and equality to the world. Personal computers and information networks were supposed to be the new frontier of freedom—a techno-utopia where authoritarian and repressive structures lost their power, and where the creation of a better world was still possible. And all that we, global netizens, had to do for this new and better world to flower and bloom was to get out of the way and let Internet companies innovate and the market work its magic. This narrative has been planted deep into our culture’s collective subconscious and holds a powerful sway over the way we view the Internet today.

But spend time looking at the nitty-gritty business details of the Internet and the story gets darker, less optimistic. If the Internet is truly such a revolutionary break from the past, why are companies like Google in bed with cops and spies?

I tried to answer this seemingly simple question after visiting Oakland that night in February. Little did I know then that this would take me on a deep dive into the history of the Internet and ultimately lead me to write this book. Now, after three years of investigative work, interviews, travel across two continents, and countless hours of correlating and researching historical and declassified records, I know the answer.

Pick up any popular history of the Internet and you will generally find a combination of two narratives describing where this computer networking technology came from. The first narrative is that it emerged out of the military’s need for a communication network that could survive a nuclear blast. That led to the development of the early Internet, first known as ARPANET, built by the Pentagon’s Advanced Research Projects Agency (known today as the Defense Advanced Research Projects Agency, or DARPA). The network went live in the late 1960s and featured a decentralized design that could route messages even if parts of the network were destroyed by a nuclear blast. The second narrative, which is the most dominant, contends that there was no military application of the early Internet at all. In this version, the ARPANET was built by radical young computer engineers and playful hackers deeply influenced by the acid-drenched counterculture of the San Francisco Bay Area. They cared not a damn about war or surveillance or anything of the sort, but dreamed of computer-mediated utopias that would make militaries obsolete. They built a civilian network to bring this future into reality, and it is this version of the ARPANET that then grew into the Internet we use today. For years, a conflict has raged between these historical interpretations. These days, most histories offer a mix of the two—acknowledging the first, yet leaning much more heavily on the second.

My research reveals a third historical strand in the creation of the early Internet—a strand that has all but disappeared from the history books. Here, the impetus was rooted not so much in the need to survive a nuclear attack but in the dark military arts of counterinsurgency and America’s fight against the perceived global spread of communism. In the 1960s, America was a global power overseeing an increasingly volatile world: conflicts and regional insurgencies against US-allied governments from South America to Southeast Asia and the Middle East. These were not traditional wars that involved big armies but guerrilla campaigns and local rebellions, frequently fought in regions where Americans had little previous experience. Who were these people? Why were they rebelling? What could be done to stop them? In military circles, it was believed that these questions were of vital importance to America’s pacification efforts, and some argued that the only effective way to answer them was to develop and leverage computer-aided information technology.

The Internet came out of this effort: an attempt to build computer systems that could collect and share intelligence, watch the world in real time, and study and analyze people and political movements with the ultimate goal of predicting and preventing social upheaval. Some even dreamed of creating a sort of early warning radar for human societies: a networked computer system that watched for social and political threats and intercepted them in much the same way that traditional radar did for hostile aircraft. In other words, the Internet was hardwired to be a surveillance tool from the start. No matter what we use the network for today—dating, directions, encrypted chat, email, or just reading the news—it always had a dual-use nature rooted in intelligence gathering and war.

As I traced this forgotten history, I found that I was not so much discovering something new but uncovering something that was plainly obvious to a lot of people not so long ago. Starting in the early 1960s in the United States, a big fear about the proliferation of computer database and networking technologies arose. People worried that these systems would be used by both corporations and governments for surveillance and control. Indeed, the dominant cultural view at the time was that computers and computing technology—including the ARPANET, the military research network that would grow into the Internet we use today—were tools of repression, not liberation.

In the course of my investigation, I was genuinely shocked to discover that as early as 1969, the first year that the ARPANET came online, a group of students at MIT and Harvard attempted to shut down research taking place at their universities under the ARPANET umbrella. They saw this computer network as the start of a hybrid private-public system of surveillance and control—“computerized people-manipulation” they called it—and warned that it would be used to spy on Americans and wage war on progressive political movements. They understood this technology better than we do today. More importantly, they were right. In 1972, almost as soon as the ARPANET was rolled out on a national level, the network was used to help the CIA, the NSA, and the US Army spy on tens of thousands of antiwar and civil rights activists. It was a big scandal at the time, and the ARPANET’s role in it was discussed at length on American television, including NBC Evening News.

This episode, which took place forty-five years ago, is a vital part of the historical record, important to anyone who wants to understand the network that mediates so much of our lives today. Yet you won’t find it mentioned in any recent book or documentary on the origins of the Internet—at least not any that I could find, and I read and watched just about all of them.

Surveillance Valley is an attempt to recover part of this lost history. But it is more than that. The book starts in the past, going back to the development of what we now call the Internet during the Vietnam War. But it quickly moves into the present, looking at the private surveillance business that powers much of Silicon Valley, investigating the ongoing overlap between the Internet and the military-industrial complex that spawned it half a century ago, and uncovering the close ties that exist between US intelligence agencies and the antigovernment privacy movement that has sprung up in the wake of Edward Snowden’s leaks. Surveillance Valley shows that little has changed over the years: the Internet was developed as a weapon and remains a weapon today. American military interests continue to dominate all parts of the network, even those that supposedly stand in opposition.


Yasha Levine

New York

December 2017

Part I

Lost History

Chapter 1

A New Kind of War

Our hatred for the Americans is as high as the sky.

—North Vietnamese song

On June 8, 1961, a military intelligence officer named William Godel arrived in Saigon from Washington, DC. It was a hot summer’s day when he landed in the South Vietnamese capital, and Godel, jetlagged and dripping with sweat, visited several low-slung barracks-style buildings not far from the Saigon River. He walked unevenly, hobbled by the limp he carried from his days fighting Japanese forces in the South Pacific. On the surface, there was nothing special about this excursion. There was little to indicate that these nondescript structures, with their bland white walls and sloping roofs, sat at the center of Project Agile, a top-secret counterinsurgency program that would play a major role in the history of the Vietnam War and the rise of modern computer technology.

From his base in the Pentagon, Godel had been pushing for an initiative like Agile for over a decade. Now, this project had the personal backing of President John F. Kennedy.1

The first results were seen on August 10, 1961, when a Sikorsky H-34 helicopter, shaped like a giant guppy, lazily rose above Saigon and made its way toward the impenetrable jungles of Kon Tum, which borders Laos and Cambodia.2 Once the pilot acquired his target, he signaled, and the crew switched on a special crop duster grafted onto the bottom of the craft. In a slow sweeping motion, they sprayed the jungle below with an experimental mixture of highly toxic defoliation chemicals. Among them was the infamous Agent Orange. Those who smelled it said it resembled perfume.

America was not yet officially at war in Vietnam. Yet for years, the United States had been funneling money and weapons into the region to help the French wage a war against North Vietnam, the communist revolutionary state led by Ho Chi Minh that was fighting to reunify the country and kick out its colonial rulers.3 Now, as Godel’s crew sprayed the jungles below, America was increasing its support in money and weapons. Thousands of military “advisers” were being dispatched to South Vietnam to prop up the puppet government of Ngo Dinh Diem in the hopes of stemming what Americans viewed as a surging global tide of communism.4

In the sweltering jungles of Indochina, it was not an easy fight. Dense vegetation cover was a persistent problem. It was one of the rebels’ greatest tactical advantages, allowing them to move people and supplies through neighboring Laos and Cambodia undetected and launch deadly raids deep in South Vietnamese territory. With Project Agile, Godel was determined to take that advantage away.

The British Empire had pioneered the use of defoliants as a form of chemical warfare, using them against local movements that opposed colonial rule. In the fight against communist rebels in Malaya, Britain ruthlessly deployed them to destroy food supplies and jungle cover.5 British military planners described defoliants as “a form of sanction against a recalcitrant nation which would be more speedy than blockade and less repugnant than the atomic bomb.”

Godel followed Britain’s lead. Under Project Agile, chemists at a secret US Army lab at Fort Detrick, Maryland, had tested and isolated potential defoliant chemicals that could eat away at the dense jungle cover. These were flown to Saigon and tested in the field. They worked with brutal efficiency. Leaves fell several weeks after being sprayed, stripping the canopy bare. A second application increased effectiveness and permanently killed many trees. Bombing the area or lighting it up with napalm also made the defoliation more or less permanent.6 With the tests a success, Godel drew up ambitious plans to cover half of South Vietnam with chemical defoliants.7 The idea was not just to destroy tree cover but also to destroy food crops to starve the North Vietnamese into submission.8

South Vietnam’s President Diem backed the plan. On November 30, 1961, President Kennedy had signed off on it. Thanks to Godel and Project Agile, Operation Ranch Hand was launched.

Ranch Hand got going in 1962 and lasted until the war ended more than a decade later. In that time, American C-123 transport planes doused an area equal in size to half of South Vietnam with twenty million gallons of toxic chemical defoliants. Agent Orange was fortified with other colors of the rainbow: Agent White, Agent Pink, Agent Purple, Agent Blue. The chemicals, produced by American companies like Dow and Monsanto, turned whole swaths of lush jungle into barren moonscapes, causing death and horrible suffering for hundreds of thousands.9

Operation Ranch Hand was merciless, and in clear violation of the Geneva Conventions. It remains one of the most shameful episodes of the Vietnam War. Yet the defoliation project is notable for more than just its unimaginable cruelty. The government body at its lead was a Department of Defense outfit called the Advanced Research Projects Agency (ARPA)—better known today by the slightly retooled name of Defense Research Projects Agency (DARPA). Born in 1958 as a crash program to protect the United States from a Soviet nuclear threat from space, it launched several groundbreaking initiatives tasked with developing advanced weapons and military technologies. Among them were Project Agile and Command and Control Research, two overlapping ARPA initiatives that created the Internet.

America Goes Ballistic

In late 1957, Americans watched as the Soviet Union launched the first manmade satellite, Sputnik 1. The satellite was tiny, about the size of a volleyball, but it was thrust into orbit by hitching a ride atop the world’s first intercontinental ballistic missile. This was both a demonstration and a threat. If the Soviet Union could put a satellite into space, it could also deliver a nuclear warhead to just about any spot in the United States.

Sputnik crashed into America’s paranoid politics like a giant meteor. Politicians seized on the event as a sign of US military and technological weakness, and news reports focused on the Soviet victory of being the first in space. How could America fall behind the communists in something so vital? It was an affront to people’s sense of exceptionalism.10

President Dwight Eisenhower was attacked for being asleep at the wheel. Generals and politicians spun horrific tales of impending Soviet conquest of earth and space and pushed for more defense spending.11 Even Vice President Richard Nixon criticized Eisenhower in public, telling business leaders that the technology gap between America and the Soviet Union was too great for them to expect a tax cut. The country needed their money to catch up.12

As the public reeled from this major defeat in the so-called Space Race, President Eisenhower knew he had to do something big and very public to save face and ease people’s fears. Neil McElroy, his newly appointed secretary of defense, had a plan.

Immaculately groomed and with perfectly coiffed hair parted down the middle, McElroy had the looks and manners of a high-flying advertising executive. Which is, in fact, what he was before Eisenhower tapped him to run the Department of Defense. In his previous role as president of Procter and Gamble, McElroy’s signature innovation was bankrolling “soap operas”—cheesy daytime dramas tailored to housewives—as pure marketing vehicles for his company’s selection of soaps and household detergents. As Time magazine, which put McElroy on the cover of its October 1953 issue, put it: “Soap operas get more advertising messages across to the consumer—and sell more soap—simply because the housewife can absorb the messages for hours on end while she goes about her household chores.”13

In the weeks after the Soviet Union launched Sputnik, McElroy cooked up the perfect public relations project to save the day. He called for the creation of the Advanced Research Projects Agency—ARPA—a new, independent military body whose purpose was to bridge the space gap and to ensure that embarrassing technological defeat like Sputnik would never happen again.14 McElroy was a businessman who believed in the power of business to save the day.15 In November 1957, he pitched ARPA to Congress as an organization that would cut through government red tape and create a public-private vehicle of pure military science to push the frontiers of military technology and develop “vast weapon systems of the future.”16

The idea behind ARPA was simple. It would be a civilian-led outfit housed within the Pentagon. It would be lean, with a tiny staff and a big budget. Though it wouldn’t build or run its own laboratories and research facilities, it would function like an executive management hub that figured out what needed to be done and then farmed out the actual work to universities, private research institutes, and military contractors.17

The plan appealed to President Eisenhower, who distrusted the cynical jockeying for funding and power of various arms of the military—which he believed bloated the budget and burned money on useless projects. The idea of outsourcing research and development to the private sector appealed to the business community as well.18


  • "A real public service."—San Francisco Reviewof Books
  • "This polemical history argues that the U.S. military's role in the development of the Internet indelibly shaped the system into a powerful tool of government surveillance. ... amid increasing dismay about technology's influence on contemporary life, such forceful questioning is salutary."—New Yorker
  • "Provocative history of the internet-equipped security state, implicating key players in the digital economy in the game of espionage.... Levine, a tech-savvy investigative journalist, documents an army of them in his wide-ranging look at the way governments and companies alike spy on ordinary citizens."—Kirkus
  • "This engrossing investigation will find a large audience among those interested in the uses and abuses of technology."—Library Journal
  • "Yasha Levine's bold and sweeping history of the Internet-from its shadowy inception as a military contrivance for counterinsurgency and domestic surveillance, to its current incarnation as a commercialized tool for everyday communication that turns everyone's life into an open book-tells a gripping story of our algorithmic way of life in the making. Defying common Internet tropes that present a battle between valiant and independent rebels versus omnipresent state and corporate powers, no one comes out of this book looking clean. Whatever your thoughts about our digitized world, this book will challenge them."—Stuart Ewen, Distinguished Professor of History, Sociology and MediaStudies at Hunter College and the CUNY Graduate Center
  • "The Internet will never be the same after you read Surveillance Valley. Yasha Levine has done a masterful job of research and reporting about the military origins of the 'world wide web' and how its essential nature has not changed in the years since its creation during the Cold War. I especially applaud his courage in unraveling the connections between the so-called 'deep state' and its economic allies in Silicon Valley with the big guns of the 'privacy' movement, who have scoffed at virtually every attempt at making their operations transparent to the public."—Tim Shorrock, author of Spies for Hire: The Secret World of IntelligenceOutsourcing
  • "In this fast-paced, myth busting expose, Yasha Levine documents how a collection of spooks, cybernetic fanatics, and libertarian oligarchs have exploited the internet to promote regime change abroad and establish a totalistic spying network at home. Surveillance Valley is an unprecedented journalistic achievement, revealing the untold history of the anti-democratic regime that rules our lives from behind a glossy LED screen."—Max Blumenthal, author of Goliath: Life and Loathingin Greater Israel, senioreditor of AlterNet's Grayzone Project
  • "An important history lesson."—TANK
  • "Surveillance Valley is a troubling book, but it is an important book. It smashes comforting myths."—Boundary 2
  • "Google employees rightfully balked recently when they found out their employer had a number of defense contracts; one wonders if they knew that the tech industry was quite literally founded on the back of the defense industry, such that there was a time when they were synonymous. Yasha Levine's wonderful historical tract shatters any illusion that the two industries were ever really that at odds with each other."—Salon

On Sale
Feb 6, 2018
Page Count
384 pages

Yasha Levine

About the Author

Yasha Levine is an investigative journalist for Pando Daily, a San Francisco-based news magazine focused on covering the politics and power of big tech. He has been published in Wired Magazine, the Nation, Slate, Penthouse, the New York Observer, Playboy, Not Safe For Work Corp, Alternet, and many others. He has also appeared on network television, including MSNBC, and has had his work profiled by the New York Observer, Vanity Fair, and the Verge, among others.

Learn more about this author