Inside the short, unhappy life of the Alliance of American Football

CHARLIE EBERSOL WOKE up in his San Francisco apartment just after 6:45 a.m. on April 2, his phone buzzing. He was running on four hours of sleep, as he had for months. In the previous two years, he had gotten married, become a father, founded America's newest professional football league and overseen the hiring of more than 1,000 employees. His assistant scheduled his day in 7½-minute increments. He was 36 years old, with an easy smile under warm eyes, the filmmaker son of Dick Ebersol, one of television's most celebrated and influential executives during his career at NBC, and Susan Saint James, the famed actress and activist. Charlie was always hustling, texting, hanging in powerful circles, flashing the caller ID on his iPhone when someone famous called, playing the part of salesman and brimming with confidence, at times too much.

Ebersol knew the call had to be about his league, the Alliance of American Football. The AAF's newest controlling investor, Carolina Hurricanes owner Tom Dundon, had telegraphed for weeks that the league might not finish its first season. The news was now breaking. Ebersol had worked frantically to talk Dundon out of killing the league while also searching for a new investor. But potential buyers needed more time, maybe weeks, to vet the AAF -- or so they said. Ebersol didn't have weeks. He had days. And as he answered his phone, Ebersol suspected he might be down to hours.

"We're shutting down at 5 p.m. today," a Dundon associate told Ebersol.

"We're announcing we're shutting down?" Ebersol replied.

"No, everyone is fired at 5 p.m. today."

Ebersol called Bill Polian, the Hall of Fame general manager, who had signed on as an AAF co-founder, overseeing football operations. "What am I supposed to tell people?" Polian asked. Ebersol said he would try again to talk Dundon out of it. Trent Richardson called Ebersol next. The former Browns first-round pick now played for the Birmingham Iron and also served as a conduit between Ebersol and over 400 AAF players.

"We just got told that we are all fired," Richardson said.

"I don't know if that's true," Ebersol said. "Hang tight."

Ebersol didn't want to believe it was true. The Alliance, as employees called it, delivered where so many startup football leagues had failed, with good players and big-name coaches, watched by thousands in the stands and millions more on national TV and online. The AAF championship game was less than a month away. But the Alliance was also a mess, mismanaged on almost every level from the outset. Dundon's team calculated the league's total revenue in a year of existence at around $12 million, against estimated annual operating costs exceeding $100 million. Seven hours after the early-morning call from Dundon's office, a three-paragraph letter announced the suspension of league operations. Polian then released his own statement, blaming Dundon for the failed league. Internal tensions that had brewed for months were spilling into public view.

"I'm going to sue!" Dundon told Ebersol. "It was his f---ing fault! I'm going to lay him out!"

Yeah, go say it was Bill Polian's fault, Ebersol thought to himself. See how that plays.

Ebersol made and received phone calls all night. As long as he continued to work, some tiny piece of his dream lived on. Around 2:30 in the morning, his phone went quiet. He sat alone, processing how his football league, so real during games, had disappeared so fast, like it never existed at all.

VINCE MCMAHON AND Dick Ebersol dined in a restaurant in the final scene of a 2016 30 for 30 titled This Was the XFL, the story of the wild, oversexed and overhyped pro wrestling version of pro football. The two longtime friends and proud businessmen, whose joint venture failed spectacularly, lasting only one year in 2001, had been seduced by the enduring allure of spring football, a siren with a long lineage of wrecked dreams and wasted money, from the USFL to the A-11. During one of the film's final moments, Dick Ebersol said to McMahon, "Do you ever have any thoughts about trying again?"

McMahon indeed was having thoughts about trying again. And the film's director, Charlie Ebersol, was thinking about trying for the first time. One day during production, Ebersol had asked Tom Veit, the former vice president and general manager of the XFL's Orlando Rage: If we learn from the XFL's mistakes, could spring football work?

"Spring football will work when people learn not to screw it up," Veit replied.

"Spring football will work when people learn not to screw it up." Tom Veit, former president and GM of the XFL's Orlando Rage

Three years later, the AAF would screw it up, in ways as novel as launching a faulty smartphone app for gambling and as old as failing to secure reliable investing. Leaders also misread the desire of the NFL and its players' association for a true developmental league partnership, and they lacked a lucrative broadcast deal. Interviews with Ebersol, Polian and Dundon -- all of whom spoke on the record only sparingly due to pending litigation -- and more than 40 senior AAF executives, lawyers, consultants, team presidents, coaches and players, as well as other sources with knowledge of the inner workings of the league, reveal a familiar story about ambitions, vanities and hubris. The key figures failed to find a common vision, and the result was dysfunction, damaged reputations, bankruptcy and lawsuits.

Ebersol came to believe, as he finished the 30 for 30, that he was uniquely suited to build a spring league that could last. He had a famous last name in the entertainment industry. He had connections to powerful people, from Roger Goodell to Jerry Jones to Oprah Winfrey. And he had smarts and aspirations, underwritten by a feeling that he had nothing to lose. He'd survived a November 2004 crash of a private plane that was carrying him back to school at Notre Dame. It was snowy and icy, and the plane went down soon after takeoff from Montrose Regional Airport in Colorado. Charlie injured his hand, back and right eye but ran back into the plane to pull out his unconscious dad, saving his life. However, his younger brother, Teddy, only 14 years old, died, along with the pilot and flight attendant. Ebersol says now: "Everything that's happened after the plane crash -- as far as I'm concerned, I am on borrowed time."

Ever since, Ebersol's projects had to be "big, worthwhile and scary," he says. By 2017, he felt ready to take his shot -- in an almost impossible venture that had once been his father's. A spring league, Ebersol says, "had always been a hook for me" because the XFL was "the only time in my life I ever saw my dad accused of not succeeding."

Ebersol and Veit worked on a business plan for six months, taking what worked from the XFL -- alternate camera angles, like the Skycam -- and fixing what didn't, such as the sloppy and unsophisticated football. Veit estimated that the AAF would need $300 million to last three years -- an expensive undertaking. Charlie would later tell confidants that the XFL reminded him of something astronaut Neil Armstrong, who was a friend of the Ebersols, once told him: "If you're an inch off on landing, no big deal. If you're an inch off on takeoff, you miss the moon by a million miles." Ebersol believed the XFL had missed takeoff by an inch and that he could get it right.

One day, Charlie ran the rough idea past his dad. You need to talk to two people, Dick replied: John Madden and Bill Polian.

Ebersol was too nervous to cold-call Madden, so he called Polian.

THEIR MEETING WOULD be known inside the Alliance as the Five-Hour Pancake Breakfast. Polian and Ebersol, casual friends, holed up at a Cape Cod diner in late summer of 2017. Polian was 74 at the time, retired from the NFL and working at ESPN as an analyst. In his heart, he was still a football architect. He had long dreamed of starting a minor league that would specialize in developing offensive linemen and quarterbacks. It would be a last gift, as Polian saw it, to the game that had given him so much.

Both Polian and Ebersol wanted a league that would complement the NFL, not compete with it, and serve as a farm system not only for players but also for coaches, especially women and minorities. Ebersol also envisioned an app that would allow fans to gamble in real time -- gaming within the game. He would tout data, versions of which the spring-league dreamers have used for decades, that 150 million fans watch football on weekends, and half of those don't watch sports at all after football ends. There had to be an opportunity to exploit.

"Provided you can get the capital and the television coverage, it's workable." AAF co-founder Bill Polian

Most of all, Ebersol said, their league would be a true alliance among "the fans, the players and the game." The players would be cared for, with good salaries and funds to help them finish college. Everyone would be required to sign a morality clause to avoid scandals. "Provided you can get the capital and the television coverage, it's workable," Polian told Ebersol.

"Well, I think I can get both," Ebersol said.

Polian's deal to be co-founder wouldn't be formalized for months. But Ebersol called his dad after the meeting. "Remember when you said if Bill Polian thought it was a good idea, it's a good idea?" he said.

"You have a business," Dick said.

THE ROOM HAD to be private. Ebersol was stressed, sneaking around Indianapolis with Polian and other AAF personnel and meeting with NFL executives during the combine in March 2018. The AAF was a few weeks away from its official announcement. News of the league had remained mostly under wraps. Ebersol instructed one of his assistants, Chris Baugh, to book a private room for a team dinner.

A few AAF executives rolled their eyes at Ebersol's obsession with secrecy, but he didn't care. He was in a mad race between family friends. McMahon had announced in January 2018 that the XFL would launch again in 2020, and ESPN later reported that McMahon planned to spend $500 million the first three years. Ebersol fashioned himself as a player in Silicon Valley, Hollywood and the NFL, an entrepreneur with access to power brokers, but the fact was, he was already in a huge financial hole, and convincing venture capitalists to write huge checks was proving difficult. The Alliance had secured big-name backers -- MGM and the Founders Fund, among them -- that had invested modest amounts, mostly to give the startup credibility. He did have one vital partnership that the XFL lacked: a broadcast deal with CBS, which was brokered with help from Sandy Montag, CEO of a high-powered sports marketing firm and an adviser to the AAF. The deal was a time-buy, with the AAF paying for the slot and production, a template for partnerships with Turner and the NFL Network that would follow. But the arrangement would allow the AAF at launch to announce a major broadcast partner. That deal, Montag says now, "legitimized the AAF as an entity that could succeed."

A big launch would provide some fundraising momentum, Ebersol hoped. That's why he wanted the dinner to be secret. But he and his party were led to a dining room in the middle of the restaurant that was enclosed by glass walls, as if they were on display. "Are you f---ing kidding me?" Ebersol yelled at Baugh. "I wanted a private room!" The scene was stunning and awkward, leaving everybody on edge the rest of the night.

After they moved to another spot, the conversation turned to ideas for the draft. Polian wanted to run it similar to the USFL draft, with teams holding territorial rights to local players. Speaking from the other end of a long, rectangular table, Ebersol and Rick Neuheisel, the former UCLA and Colorado head coach who had signed on to coach the Arizona Hotshots, had a different idea. They wanted in-demand players to be able to choose their teams.

Polian didn't understand the concept. Neuheisel and Ebersol explained that it was like The Voice.

"What?" Polian said.

"It's the greatest show!" Neuheisel replied.

Neuheisel explained the TV contest in which four celebrity vocal coaches spin around in their red chairs when they hear a singer they want on their team, then the singer chooses the coach, and so ...

"What does this have to do with anything?" Polian said.

Polian is renowned throughout the NFL for viewing the draft as a sacred institution, the annual output of his life's work -- and for his temper. His face started reddening, his body almost vibrating. "Steam started coming out of his ears," Rick Schaeffer, the AAF's senior counsel to the co-founders, says now with a laugh.

Ebersol jumped in. "No, no, there won't be red chairs."

"I can't take this anymore," Polian said.

Neuheisel and Ebersol dropped the conceit. Everyone eventually shared a laugh over it. Two weeks later, on March 20, Ebersol and Polian stood onstage and announced the Alliance of American Football, promising to change not only football but the way fans view and bet on the game, with an app that would be ahead of the television feed, allowing fans to gamble before each play. The first game would be on CBS on Feb. 9, 2019, the week after Super Bowl LIII. The AAF wasn't a fanciful notion anymore. It was real.

All it needed was more money. A lot more.

IN OCTOBER 2018, Ebersol flew to Bristol, Connecticut, to visit Polian, who was juggling ESPN and AAF duties. They met at their usual spot: the DoubleTree hotel, near the network's sprawling headquarters.

"We gotta get this thing moving or we won't make it," Ebersol told Polian.

The league was behind schedule, with oversights at almost every turn. The Orlando Apollos would be forced to practice for 36 days in Georgia, qualifying players for workers' compensation benefits there because the AAF had been unable to secure leaguewide insurance for players. The Salt Lake Stallions would move into their offices only after executives briefly worked out of a McDonald's and the conference room of the team's ticket broker. Team presidents found getting any piece of information, especially on budgets, needlessly difficult. Some stadium leases came together slowly, and stadium authorities exploited the AAF's February start to overcharge by hundreds of thousands of dollars. Even the AAF's fundamental promise -- to feed into the NFL -- was in jeopardy. An AAF executive discovered that the NFL's collective bargaining agreement prohibited players from being under contract with another league. If an AAF player went to the NFL but didn't make the team, he would be free to sign with the XFL. It was a disaster; one of the primary reasons to launch a year before McMahon was to corner the market on marginal NFL players. As a workaround, AAF executives drew up a hodgepodge of four different contracts each player would have to sign.

Meanwhile, the Alliance wasn't acting much like one, with football operations blaming business operations and business blaming football. It all came to a head at the DoubleTree. "You need to give me authority," Polian told Ebersol.

Polian was deeply frustrated -- and wondering whether the AAF was worth his time. His title was co-founder, but he was technically a part-time consultant, with no power to hire or make decisions. For instance, Polian felt the player wellness program -- termed The Gymnasium and led by former Pittsburgh Steelers safety Troy Polamalu -- was well-intentioned but too expensive for a startup. It included individual and couples counseling, and three massages a week for players. Ebersol refused to cut back on his pledge to treat players well.

Polian wanted a bigger budget -- and to spend as he saw fit. At the time, Ebersol displayed little concern over the league's finances. His primary investor was Reggie Fowler, whom Willie Lanier, the Hall of Fame linebacker, had brought to Ebersol shortly after the launch. Fowler, a former USFL linebacker, had built a company, Spiral Inc., which once held more than 100 businesses. The question for Ebersol was whether Fowler could be trusted. He had been the top candidate to buy the Minnesota Vikings in 2005 and held a news conference to announce the purchase. In it, he was forced to apologize for false aspects of his biography sent out by his PR firm, which among other claims said he had majored in business administration at the University of Wyoming rather than social work, and that he had played in the NFL when he hadn't. Later, the NFL questioned Fowler's liquidity when it examined his finances, and he was reduced to a limited owner of the Vikings. He was bought out in 2014, amid media reports that he had lost control of his companies because of tens of millions of dollars in debt.

"As far as deals go, this one was unmatched -- until it wasn't." Charlie Ebersol

Ebersol knew that Fowler, who declined comment for this story through his lawyer, was a risk. He had researched him, asked various sports executives for advice and arranged meetings between Fowler and some AAF board members, lawyers, executives and even his father. In the end, Fowler's offer was too good to pass up: $50 million in equity and a $120 million line of credit, drawn in $15 million increments at the league's discretion. It was a three-year deal -- and perhaps would persuade other major backers who had given Ebersol only contingency commitments. Fowler would own 31 percent of the AAF.

Ebersol's legal team had reviewed Fowler's finances. Altogether, his accounts totaled around $800 million, Ebersol later told confidants. Players, coaches and executives would later criticize Ebersol for partnering with Fowler, but at the time Ebersol didn't think he could afford to be picky; it was his only chance against the XFL. He saw cash in Fowler's accounts -- $53 million in one, $60 million in another -- waiting to be withdrawn. "As far as deals go, this one was unmatched -- until it wasn't," Ebersol says now.

At the DoubleTree, Ebersol promised to divert more of that money to football operations. CBS president Sean McManus had told Ebersol and Polian, "You'll make it or not make it based on the first half-hour." Both men took that advice to heart. If the football didn't sell the league, nothing would.

"Don't worry, you got it," Ebersol said.

"I'll dive in with both feet," Polian said.

POLIAN HAD THE money. Now he had to deliver. He hired a group of staffers who had worked with him in the NFL. The next two months featured a quarterback tryout in the Alamodome in San Antonio and a quarterback draft, along with four other player tryouts, open to anyone willing to pay a $175 fee. The head coaches would earn $500,000 a year. Players would earn $250,000 total over three years, with incentives paid out for community service and marketing. It was good money for a startup league scheduled for three months of work -- too good, Dundon would later conclude. The AAF signed NFL washouts such as Christian Hackenberg, a 2016 second-round pick of the New York Jets, and small-college stars such as Troy University quarterback Brandon Silvers, who beat LSU at Tiger Stadium in 2017 before going undrafted. The quarterbacks all believed they could be the next Kurt Warner or Warren Moon, who had greatness in them and just needed a chance. "I thought it was going to work," Silvers says now, "because of what they were all saying to us -- that we were going to be straight for three years." The head coaches on hand for tryouts were luminaries: Mike Martz of the San Diego Fleet, architect of the Greatest Show on Turf; Mike Singletary of the Memphis Express, the Hall of Fame linebacker and former 49ers head coach; Steve Spurrier of the Orlando Apollos, the Ol' Ball Coach.

It was a crazy and exhilarating time for Polian, working all hours. Every week, he would lead a call with the football operations department -- the most enjoyable moments of the job, he says -- where they'd throw around crazy ideas. "It was a fun and great group of people," Polian says now. "We were moving along and we put together the entire club staffing and personnel process within about three months, which is amazing." And stressful. At one point during a meeting at CBS, McManus asked Polian: "Can you assure me that when we turn on the TV set we'll see a game that looks like the NFL?"

"Yes," Polian replied.

"WE HAVE SEVERE financial problems," Ebersol told Polian. "We may not make payroll."

It was shortly before Christmas. Fowler's $15 million chunks weren't coming in as expected. The cash would arrive in smaller amounts, at weird times, from various banks. Ebersol had been struggling to balance public optimism and private financial realities. He didn't want staffers to worry, and so he would reassure anyone who asked about the league's outlook, sometimes sounding like he was also trying to convince himself. Veit would remind Ebersol that all minor leagues have cash flow issues. But the Alliance was now $13 million short to start training camp. Ebersol was distraught about having to lay off people during Christmas week.

Polian struggled to retain optimism as well. Training camp in San Antonio was due to start in two weeks, and AAF corporate wouldn't allow teams to book travel. Now Polian knew why.

"Look, Charlie," Polian said. "There's no dishonor in saying that we can't make this work. We gave it an honest shot."

Ebersol wanted to have two last-chance meetings. The first was held with Fowler in late December in the downtown San Francisco offices of Morgan Lewis, the AAF's law firm. Enraged and on the verge of tears, Ebersol lit into Fowler. "This is not f---ing acceptable!" he said. "If you don't start properly funding us, I will shut the company down! I don't f---ing miss payroll!"

"Calm down, calm down," Fowler said.

Ebersol was unhinged, and it embarrassed AAF executives. Few would have blamed Fowler if he had pulled the plug. But at the time, neither they nor Ebersol knew that months earlier, on Oct. 23 and Nov. 16, the U.S. government had frozen at least four of Fowler's accounts as part of a forthcoming fraud indictment. The Department of Justice in April 2019 would arrest Fowler and allege that from February to October 2018, Fowler and his Israeli business partner, Ravid Yosef, operated "an unlicensed money transmitting business" by moving hundreds of millions of dollars through banks into cryptocurrency endeavors under the guise of a real estate investment. (Fowler would plead not guilty. Yosef, who the indictment said was at large, has yet to enter a plea.)

Ebersol's outburst served its purpose. Fowler promised to live up to his agreement, offering to do so out of his personal account. But at one point, Fowler asked Ebersol, "What's the Plan B?"

There was no Plan B, Ebersol said. "I'm going to shut it down."

But there was a Plan B, at least in theory: It was McMahon. Soon after the Fowler meeting, Charlie and Dick visited McMahon in Connecticut. Charlie Ebersol had once tried to partner with McMahon, before the AAF had officially launched, pitching himself at the helm of an XFL sequel. McMahon declined and instead hired Oliver Luck, the former NCAA executive and father of the Indianapolis Colts' star quarterback. Now the Ebersols once again asked to join forces with the XFL. Charlie argued that he'd already spent millions on staff and infrastructure. Why not merge?

McMahon loved the Ebersols, but business was business. He wanted the new XFL to live or die on his terms, and he was more than content to let the AAF live or die on its terms.

Ebersol returned to San Francisco for the holidays, ready to close the league on Dec. 26. But at 8 p.m. on Christmas, a deposit of $13 million from Fowler arrived in the AAF account. "It's a Christmas miracle!" Ebersol told his wife, Melody McCloskey.

At 4:36 p.m. on Dec. 26, Annie Gerhart, Ebersol's assistant, emailed all league and team executives: "I am happy to report that everything with travel is squared away and we are ready to start booking training camp flights!"

THE FOOTBALL STAFF had pulled off a miracle of its own to launch training camp on Jan. 4. The AAF had hundreds of signed players, eight complete coaching staffs, video departments, medical staffs, PR staffs and social media teams. Camp was tight and organized and felt like professional football, even if it was not without drama. On the night before camp started, Ebersol insisted on addressing all players, offending coaches who viewed that time as sacrosanct for team bonding. He announced a partnership with the NFL Network and then walked over to an aide, who told him that the deal wasn't yet complete. He returned to the front and asked everyone to keep quiet until the deal was official. It was classic Ebersol: sloppy enough to reinforce the view held by many AAF executives that he wasn't as savvy as he projected, yet assured enough to make everyone feel that they were buying into something truly big.

Fowler visited camp for a few days, meeting with coaches and executives. He was quiet and wouldn't go into any detail when asked about his businesses. But most found him friendly and eager to help. He seemed to enjoy his role as financier. The Stallions still didn't have football offices, so Fowler offered to purchase shipping containers that could be outfitted with cubicles. Fowler flew to Salt Lake City and scouted available land. Fewer containers arrived than Fowler had promised, but the team made do. "Reggie was very helpful and committed," Polian says now.

The night before camp ended, Ebersol and Polian gave a toast. Ebersol was usually animated before a group, but this time he was slow and deliberate. He used the word "grateful" 12 times -- and it was no accident. In one of his first discussions after the crash, Dick Ebersol told his wife, "We have to be thankful that we had 14 wonderful years" with Teddy. The idea rewired Charlie's thinking. He decided that to be grateful for the blessings in his life, he had to be grateful for the pain. He didn't mention the crash during his toast, but it was on his mind as he thanked the staff, particularly Polian, for going along with him on "an act of insanity." Some executives thought Ebersol was strangely subdued, but he was thinking about his brother and trying not to cry.

A little over a week later, the two inaugural AAF games kicked off, the Orlando Apollos versus the Atlanta Legends, and the San Antonio Commanders against the San Diego Fleet. Ebersol was in the Alamodome, wearing matching sneakers with his infant daughter. At the Olympics, Dick Ebersol always had gifted special souvenir pins to NBC's behind-the-scenes staffers. Charlie did the same, passing out football-shaped AAF pins. Against all odds, Ebersol had done it: He had produced an actual spring football game, on national television and before 27,000 fans, with a fraction of the funding of the XFL. A section of the crowd chanted his name. A brutal hit by Commanders linebacker Shaan Washington on Fleet quarterback Mike Bercovici went viral. The game beat a Rockets-Thunder NBA nail-biter in head-to-head overnight ratings, validating not only the AAF but the business of spring football. A text message to Ebersol from a friend said: "You landed on the moon."

Within hours, the Alliance would miss part of its first payroll.

A FEW DAYS after the AAF's opening weekend, Tom Dundon discussed the league over breakfast with Erik Anderson, founder and CEO of the WestRiver Group investment firm. Anderson knew that Ebersol was desperate; Charlie had called him that morning about a $100 million loan. Ebersol publicly insisted that the missed paychecks temporarily affected only 20 percent of players, owing mostly to a new payroll provider. But cash flow was an issue. All of the training camp bills had come due. After paying out around $28 million total, Fowler was late again. Ebersol couldn't rely on him anymore. The league was about to go under. Anderson told Dundon that Ebersol needed a new top investor.

Dundon was intrigued by the AAF. He was 47 years old, with salt-and-pepper scruff. He had made billions running his own private investment firm, much of it rooted in subprime auto lending, but he didn't carry himself like a rich man. He seemed most comfortable in Carolina Hurricanes sweatpants. He loved football and was well-regarded in NFL circles; the league had vetted him in 2018, when the Carolina Panthers were for sale. Dundon had watched the AAF's opening weekend and liked its potential -- and the potential of spring football. Anderson connected Dundon and Ebersol, and a deal came together over the phone. Dundon told Ebersol that he was in for $250 million -- the amount both men believed it would take to get the league to profitability. But over the next hour, Dundon started digging into the business and was livid at what he found: The financial prospectus the AAF provided him was outdated and inaccurate.

"I'm out," Dundon told Ebersol.

Then Ebersol talked Dundon back in, explaining that the prospectus hadn't been updated and selling his vision for the AAF as a transformative league with transformative tech. Dundon called a few media and sports executives for advice. As always, the promise and potential of a spring football league captured their imagination. The heavy lifting of getting the league off the ground was already complete. Dundon concluded that if he could partner with the NFL or secure a remunerative broadcast deal, he might be able to flip the AAF, maybe for up to a billion dollars. Dundon had hours to decide. He decided to keep the AAF open on a weekly basis -- even if he would publicly play up the $250 million to the media, vowing that it was good for the long haul. He figured that was best for business. "I'm buying the option on it," he told a confidant. The four-page deal came together in 26 hours.

The marriage between Dundon and Ebersol was off from the beginning. Days after the transaction, they hosted a painfully awkward video chat for AAF employees, which began with Ebersol alone and Dundon nudging his way onto the screen -- in a Hurricanes hat. When Ebersol introduced him as a "dream partner," Dundon's face didn't move. He was already having buyer's remorse. The AAF's gambling app barely functioned. The players' college fund had never been funded in earnest. Vendors from training camp hadn't been paid. Security agents were traveling with teams to protect players nobody knew. Dundon had agreed as part of the deal that Polian and Ebersol would continue to run the league, but he removed both Charlie and Dick Ebersol from the board and sidelined most of the business staff. He liked Charlie, and admired his work ethic and charm, but felt that he would exaggerate the league's outlook. The first time he met Polian, Dundon complimented him: "The only thing that's working is football."

Dundon and his staff held a meeting in Dallas shortly after he acquired the league, with the AAF principals in attendance. Dundon immediately ordered the league's expenses of about $100 million to be cut in half. Polian initially balked, which irritated Dundon. He liked Polian but felt that he spent money as if he were in the NFL. Dundon later confided to Ebersol that he planned to move on from Polian if the league made it to a second year.

Dundon then raised the XFL. "Vince is a really strong adversary," he said. "I don't know if we can compete with them."

We have better players, the AAF executives argued.

Dundon didn't see players as a competitive advantage. He thought that the AAF had overpaid for coaches and players. "If we can operate this league at $50 million, we'll have a league and a business," Dundon said.

"I recognize that, but we can't," Polian said. "We'd have to cut the players' salary."

"Yeah, but if we don't, we don't have a business," Dundon said.

The AAF executives raised the idea of paying a premium to attract better quarterbacks, which Dundon immediately dismissed. "Vince will just pay more," he said.

Dundon later decided that he was in the AAF business up to $70 million, at $15 million a week. He instructed Ebersol to find new capital -- but also tied Ebersol's hands by refusing new investors until he had a grasp of the business, out of legal concerns. "Bill and Charlie started a league with no money," Dundon later told a confidant.

After the Dallas meeting, Dundon, Polian and Ebersol flew to New York to meet with McManus, the CBS executive. Dundon told McManus he wanted CBS to chip in, as in most broadcast deals. McManus was clear: He'd give the league favorable broadcast windows, but the revenue didn't support anything beyond a time-buy. Maybe next year we can discuss sharing production costs, McManus said.

Dundon left the meeting early to catch a flight, then called Ebersol and instructed him to leverage the threat of killing the league with McManus. Ebersol was embarrassed. McManus later told a confidant that he felt sorry for Charlie, who he believed negotiated in good faith. But he wouldn't move. "A deal's a deal," McManus told Ebersol.

Dundon had one option left: to officially partner with the NFL. It would require both the league and the players' association -- two organizations that usually don't move quickly unless profits are to be made -- to insert unprecedented language into the CBA. It was a Hail Mary. Dundon was now deep in the morass common to most who've been smitten by spring football. "I did zero due diligence," he told a confidant. "It was really stupid."

"I did zero due diligence. It was really stupid." Tom Dundon

A CONFERENCE CALL between union and AAF executives was set up for the afternoon of Monday, April 1. For weeks, Dundon and DeMaurice Smith, the NFLPA's executive director, had spoken daily. Smith was skeptical of both the chances of achieving a partnership and of the partnership itself. He had fought hard during the last CBA negotiations for players to have more time off, not less, and the AAF would play during the NFL offseason. Smith also worried that NFL teams could tacitly force players into the AAF by threatening their roster spot. "It was against our health and safety principles," Smith says now. "It placed those players at the mercy of NFL GMs who could have pressured those players to play in the AAF and risk their livelihood."

Getting the union on board was only half the battle for the AAF. The NFL was as much of a long shot, due to both the private opinion held by some executives that it didn't need a developmental league -- college football already provides that -- and the long-standing effort to not violate antitrust law.

On the call, Polian was diplomatic. He suggested that Smith decide which NFL players could participate in the AAF. The idea went nowhere. Polian then offered his assurance that any NFL players in the AAF wouldn't be forced into the league or seriously injured.

"You have my word," Polian said.

Dundon found that statement absurd. It was football -- how could the AAF promise nobody would get hurt? He felt that AAF executives weren't leveling with the union, so he took it upon himself. Citing the likelihood of injuries, he said, "I understand why you're not going to do the deal."

Polian and Ebersol couldn't understand the strategy. Was Dundon sabotaging negotiations? The call ended with the union executives promising to consider a deal, nothing more.

Dundon, though, knew the deal was dead. He had concluded as much from his conversations with Smith. Dundon and Polian, Smith says now, "realized that they couldn't address and resolve" the union's safety issues. The conference call itself was a courtesy. Dundon was ready to move on from the AAF, satisfied that without his investment, the league would have died earlier and players wouldn't have gotten a second chance at the NFL. The business was a mess. Litigation loomed: A venture capitalist, Robert Vanech, had sued the AAF and Ebersol, claiming that Ebersol stole his idea for the league, which Ebersol vehemently denied. Dundon told Ebersol he'd sell the league "for zero dollars," but Ebersol still couldn't find a major backer. Dundon made one last run at the networks -- including ESPN, which along with Fox would later announce a partnership with the XFL -- for a better deal but couldn't get any takers. Spring football might be worth a billion dollars one day, but not the AAF. "It was a business problem, not a money problem," Dundon says now.

On the phone after the union call, Polian swallowed his frustrations toward his boss, telling him that the meeting "couldn't have gone better if we'd scripted it. We're better than 50 percent there." Dundon indulged Polian's optimism for a few minutes, knowing that if not for a miracle the league would suspend operations the next day. He then said that he was getting another call.

"I'll call you back," Dundon said.

It was the last time they spoke.

ON A FRIDAY in late April, Ebersol sat in a downtown San Francisco members-only social club, trying to determine if he'd missed by inches or a million miles. His face in exile looked different than it did as the face of the AAF, a clean shave around a full mustache replacing his usual scruff. He had spent a lot of time alone after the league folded, tending to his garden and writing thank-you notes to many AAF folks. Furious AAF employees were left with little public explanation or guidance -- and felt misled. A slew of former staffers and players filed three lawsuits claiming the league broke the law by failing to provide advance notice before shutting down. They named Dundon, Ebersol and Polian, among others, as defendants, ensuring that litigation would be the AAF's lasting legacy. It was all too raw for Ebersol to process.

After months of nonstop struggle to make the AAF go, none of the principals came away undamaged, their aspirations undone by the collective fantasy of spring football. In the weeks after the league died, Polian worked the phones from his North Carolina home, declining most interviews and trying to find NFL jobs for football operations staffers. Dundon tried to avoid the cameras but couldn't because the Hurricanes reached the NHL's Eastern Conference finals. Whenever he gave an interview, reporters asked about the AAF. He said little, letting Chapter 7 bankruptcy paperwork speak for him. Legendary Field Exhibitions, the AAF's parent company, listed the league's $11 million in assets against $48 million in liabilities. Its books and records were framed as a "best effort" in bankruptcy documents -- a final repudiation of any notion that the league's finances were ever buttoned up. All of the AAF football equipment, from helmets to shoulder pads to wrapping tape, was stored in a warehouse in San Antonio, waiting for auction.

Ebersol was eager to hustle back into the workforce, but he didn't know what he would do. He suspected his reputation was shot. Though he estimated he had lost seven figures of his own money in the AAF, he was paid $14,000 just before the league went bankrupt. It was a horrible look to the many employees who trusted him, who moved across the country, often leaving good jobs, to work for a league with a supposed three-year runway. The AAF drew comparisons to the disastrous Fyre Festival. That angered Ebersol, but it didn't matter. He had failed in an endeavor many had failed in, and yet something about the idea remains so singular that other spring leagues aren't dissuaded. The XFL continues to plan for a 2020 launch, and two others are in the works as well: the Freedom Football League, founded by Ricky Williams and Terrell Owens, and the Pac Pro League, co-founded by Don Yee, best known as Tom Brady's agent. Like the AAF, all promise to develop NFL players and serve an untapped football audience, despite the odds.

Over tea in a private room near the bar of the social club, Ebersol was asked what he would have done differently. He started to answer -- and then stopped. Nothing, he insisted. He refused to think that way. He had promised to be grateful for the good and the bad in his life, and if he was to live up to that promise, he couldn't look back. "Would I do it all over again, knowing exactly how it was going to end?" he said. "Yes. A thousand times over. But that's true of the plane crash too. To continue forward I have to find gratitude in the pain."

In late May, he read a newspaper report that someone had placed a deposit to purchase the old AAF equipment for $375,000.

It was Alpha Entertainment, parent company of the XFL.