The studio was founded in 2007 by Alex Neuse, Mike Roush, and Chris Osborn and is located in Santa Cruz, California.

However, the company was unable to acquire sufficient funds or support from a publisher, and all of its development endeavors were halted indefinitely when Neuse was offered the position of creative director at Santa Cruz Games.

Neuse, Roush and Osborn were involved in the development of several games tied into licensed properties, but they became dissatisfied with the restrictions on their creativity.

Osborn, with his love for Chiptunes, Neuse with his affinity for Atari 2600 and Roush with his aesthetic and drive for unique experiences, shared the same philosophies of game design.

[2] In February 2011, the studio also absorbed the small-time developer Robotube, founded by Jason Cirillo[3] - Roush explained this move as an effort to branch out into "more experimental, casual games."