[Host] Sometimes the most shocking corporate misconduct is hidden in plain sight, invisible to the naked eye. [KeShaun Pearson] What is happening here will swallow up our world if we don't stop it right here, right now. [Host] Looking back, there was an early clue that the world's richest man was up to something here.
[KeShaun] It's just like, 'Why is Elon Musk coming to Memphis'? [Host] The people of Memphis soon found out. [News Reporter] Now Elon Musk is coming to Memphis to build the world's largest supercomputer.
[Host] A year later. . .
We're here because we mean business! [Host] People here want answers. [State Senator] It’s the job of the Health Department to protect our lungs!
And not once have they went to xAI to see that they have 35 gas turbines operating and polluting our air! We went to Memphis and found an environmental crime scene: Musk's data center burning enough methane to power a small city, with no permits and no pollution controls. I have not seen anything like this.
We believe they've already violated the Clean Air Act. [Sam] As Musk helps dismantle the very federal agency that's supposed to protect us against pollution like this. .
. [KeShaun] There is no way to miss how this is a coordinated strategy. Get out!
[Sam] . . .
What does Memphis reveal about the future Elon Musk wants for us all? So the mission of xAI and Grok is to understand the universe. [Sam] In 2023, Musk founded xAI to produce and sell artificial intelligence.
[Elon] We want to understand the nature of the universe so we can figure out where are the aliens? What's the meaning of life? How does the universe end?
[Sam] Its main product is Grok, an AI chatbot that he's incorporated into Twitter or X. Musk was entering the race to dominate the AI market. But he was arriving late, years after competitors like OpenAI and Google had begun training their AI systems.
So in Musk's mind, he had to move fast. [Elon] We went to the data center providers and said, how long would it take to have 100,000 GPUs operating coherently in a single location? And we got time frames from 18 to 24 months.
So we're like, well, 18 to 24 months, that means losing is a certainty. So the only option was to do it ourselves. Been waiting for this moment.
I am pleased to announce that xAI's Gigafactory of Compute, the world's largest supercomputer, the world's largest supercomputer, is to be located in Memphis, Tennessee. [Sam] Musk dubbed the project Colossus, after a movie about a supercomputer that becomes sentient and assumes total control of the world. [Movie President] And so, my fellow human beings, we all directly and indirectly live in the shade, but not the shadow, of Colossus.
[Chamber of Commerce CEO] When you think about the computational power that it will take to put humans on the surface of Mars, that's going to come from the Gigafactory of Compute that calls Memphis home. We were told that by the company. And so it required speed and power.
It's announced as a done deal. [Sam] KeShaun Pearson grew up in South Memphis. A billionaire and his organization is coming to our city, and we're just finding out after the land has been purchased, after the project has been approved by certain officials who did know.
[Chamber of Commerce] This is huge. This puts the word out there that Memphis understands operating at the speed of business. [Alexis] As a community, we were trying to reach out to people and understand, 'What is xAI?
' He built it without us even knowing that it was being built. We had to watch this over X or Twitter. Brent Mayo, Elon Musk would tweet often, about where they were in the progress, how fast things were moving.
[Sam] To train an AI system, a data center requires an enormous amount of electricity. The question was: Where would the power come from? [KeShaun] Most companies, when they come to the city of Memphis, they plug into our power grid.
That's what you would think would happen. Why would this be any different? Unfortunately, we learned, because it is a billionaire's corporation, it would be a lot different.
[Sam] xAI made a deal with the local electric company for 150 megawatts of power, and agreed to build a new substation to help meet that demand. But Musk's ambitious plans suggested he would need much more power than that, and fast. Soon, people started to notice some unusual structures outside the facility.
[KeShaun] I drove out there, and the first thing I did was hear the turbines. You can smell it as well. Such a disturbingly unique smell.
[Sam] From the road, KeShaun and others could see a row of machines that are typically only used for remote or emergency operations: mobile gas turbines. I have never seen portable turbines used like this. [Sam] Patrick Anderson works on air quality cases for the Southern Environmental Law Center.
[Patrick] We know that these kinds of generators require air permits. And so right off the bat, we started filing records requests with the local Shelby County Health Department. Do you have an air permit application from xAI?
And they came back and basically said, no, we have nothing to hand over. We also filed records requests with EPA to see what they had. They also did not have details on what is on the ground out there.
Nobody from the regulatory side, the health department, the city, EPA, has told the public or us really one iota of what's actually operating out there. [Sam] To figure that out, Patrick and his team hired a photographer to capture the data center from above. The images revealed far more turbines than anyone knew about.
Thirty-five. [Patrick] I couldn't believe it. I was absolutely stunned.
How do we not know about this? [News reporter] According to xAI leadership, the turbines are not being used and are not connected. [Sam] Under pressure, xAI claimed it was using less than half of those turbines.
[Mayor Paul Young] I've talked to the xAI leadership team. There are 35, but there are only 15 that are on. The other ones are stored on the site.
[Patrick] Well, first off, these are expensive. There's a turbine shortage nationally. You don't obtain these turbines and put them onsite if you're not intending to operate them.
[Sam] So Patrick and his team sent the photographer back out with a high-end thermal camera. [Patrick] What we saw is 33 of the 35 were very clearly operating. [Sam] The turbines were capable of generating about 420 megawatts of electricity— enough to power around 300,000 homes.
They've built a power plant out there. And they've done it overnight, no air pollution controls, quick and dirty, no permit. [Lex Fridman] I mean, what you’ve done with the cluster in Memphis is incredible.
Just in a handful of weeks. Any given thing can be sped up. Yeah.
Like, whatever the speed is being done, it can be done faster. [YouTuber] This is the largest AI cluster in the world. This place is absolutely amazing!
[Jensen Huang] That is, like, superhuman. I mean, Elon is singular. Building a massive factory in the short time that was done, there's only one person in the world who could do that.
And this entire supercomputer is built to power Grok. [Governor Bill Lee] We were given a tour at xAI. Looking at the facility— very impressive, very exciting for Memphis.
Their commitment to the community is remarkable. It's unique in my experience. [Sam] Joseph Goffman has worked on air pollution issues for decades.
Until January, he ran the EPA office that regulates air quality. Most companies that I've dealt with go to great lengths, and spend a lot of money, to make sure that the day they turn on their operations, they're also turning on their pollution control equipment. That's a given.
For a company to do this, it's treating the people who live there as if they don't count. I like to open my windows early in the morning to breathe the fresh air. God's given air, not the air that man wants to give us, but God.
[Sam] Easter Knox lives just over a mile from xAI. [Easter] I really wasn't getting the fresh air. I was getting that pollution that was mixed in with everything.
You know how when you light your stove and that gas seeps, with the little ticking noise? That's what it smells like. [Sam] Alexis Humphreys grew up here, one street away from Easter.
[Alexis] When I smelled it the first time, [Alexis] I was, I was asleep. And it woke me up, because I thought gas was seeping in the house. But come to find out, we come outside, and all the neighbors was outside trying to figure out what's going on.
[Alexis' mom] He was an ordinary dad, full of joy, full of jokes. [Sam] Last year, Alexis lost her grandfather, who struggled with a respiratory illness called Chronic Obstructive Pulmonary Disease, or COPD. COPD is a breathing condition.
But you don't get it unless you smoke cigarettes. And my granddad didn't smoke cigarettes. But every three weeks or so my granddad was going to the hospital.
He would have to get breathing treatments. I have asthma, bronchitis, my mom has just bronchitis, and now my granny has it. You can't hardly breathe, it's just like your whole world is collapsing down on you, and it's, it's frightening.
[Sam] Easter and her husband have also developed COPD. What does it feel like? Feels like, you fixin' to die.
[Sam] The area around xAI leads the state in emergency department visits for asthma. Memphis has one of the highest rates of toxic air releases of any American city, and many of its most polluting facilities are in this neighborhood. [Podcast guest] Elon, what he did with Memphis is objectively somewhat dirty, but he's also doing it in an area where there's like, a bigger natural gas plant right next door and like, a wastewater treatment and a garbage dump nearby, right?
And he's obviously made the world a lot more clean than that one data center. [Sam] In just one year, xAI has blown past existing polluters. [Patrick] They’re emitting somewhere between 1,000 and 2,000 tons of NOx.
I'm an air pollution guy, so I deal in those numbers all the time, and that's larger than anything else in Memphis. [Sam] Gas turbines like these release three main types of deadly pollution: nitrogen oxides, formaldehyde, and fine particulate matter. Nitrogen oxides combine with other pollutants to form ground level ozone, which causes and worsens asthma and COPD.
Formaldehyde causes cancer. And particulate matter, airborne soot, can pass through your lungs and into your bloodstream, causing heart disease. We’ve shown up today, because we've been to too many funerals.
We’ve shown up today because we’ve cried too many tears. We’ve shown up here today because we're tired. And we have an expectation of the people that we elect and put in to place.
We expect them to do what is in our best interest. Not Elon Musk. And what we're saying is, that stops now!
[Sam] In April, hundreds of people came to a high school in South Memphis, to talk about xAI. Welcome to the new generation of environmental justice! Stop being a coward and say “no” to this permit today.
Get a backbone! Because in Memphis, we don’t bluff, period. [Sam] In January, the company belatedly applied for a permit to operate fifteen of its turbines for five years.
They don’t have a problem with selling our land, selling our lungs, selling our lives. Yet here today, they are silent. They're sitting right there in the front, not saying a goddamn thing!
[Dr Michelle Taylor] I'm going to invite a representative up from the applicant xAI Mr Brent Mayo. [boos] Go ahead. [KeShaun] That’s the first time that xAI has publicly addressed the community in any way.
[KeShaun] He immediately left after reading his script. It's extremely disrespectful. It's time to start telling the truth.
The truth is that xAI, who just ran up out of here, they have no controls that prevent air pollution or decrease air pollution in their factories. None! That's the truth!
[cheers] All power to the people! [Crowd] All power to the people! [Sam] To date, local and state authorities have taken no action against xAI.
Running turbines without permits or pollution controls is also a violation of the Clean Air Act, which it's the EPA's job to enforce. But to date, the EPA has done nothing. And Elon Musk is doing what he can to keep it that way.
Musk has helped the Trump administration place strict limits on the EPA's budget as part of President Trump's broader project to radically reshape the agency. Trump's EPA has begun what it calls the “biggest deregulatory action in U. S.
history. ” [Lee] To fulfill President Trump's promise to unleash American energy and give power back to the States. [Sam] It eliminated the EPA's office that assists heavily polluted communities like South Memphis, and canceled billions of dollars of funding for addressing pollution.
[News anchor] So you've slashed already $22 billion in grants, but you've used DOGE, if I'm not mistaken, to take down your headcount? It's been great. The people working on the DOGE mission are EPA employees.
What they provide to me are recommendations. I have found that working with Elon and DOGE has been fantastic, a big help to our efforts. [Sam] In March, the EPA announced plans to roll back over 30 air and water quality standards, including protections against fine particulate matter.
The new head of the agency describes promoting the AI industry as a core part of the EPA's mission. [Lee] It’s about unleashing energy dominance, making America the AI capital of the world, and the EPA can't be restrictive of that, we can't be suffocating it. [Sam] Making America the world's AI capital means prioritizing a massive expansion of data centers, and hundreds of them are now under construction.
[Elon] Thank you, Mr President. Thank you, Elon. [Sam] With Trump's EPA backing that effort, there may be little recourse for the communities downwind.
xAI comes from a culture of Silicon Valley. That culture is is, "go fast and break stuff. " Break things!
[Sam] A week after this hearing, xAI announced it would reduce the number of turbines it's running at Colossus over the next two months. But it's also dramatically expanding. [Chamber of Commerce CEO] I am happy to announce that xAI is increasing their footprint.
[Sam] It’s building a second, larger data center. . .
[Elon] Oh yeah, we've already started work on the next cluster. Yeah, about five times the power. [Sam] .
. . Where its construction permit application indicates it's considering using between 40 and 90 gas turbines and enough electricity to power 40% of Memphis.
So we're not, like, stopping here. [Sam] In February, during an xAI product launch, Elon Musk gave the closest thing to a public explanation for what he's done in Memphis. [Musk] Well, we needed a building.
So we found an Electrolux factory in Memphis. That's why it's in Memphis, Um. home of Elvis.
Home of Elvis. And also I think it was the capital of ancient Egypt. Then we needed power, at least 120 megawatts at first, but the building only had 15 megawatts.
So we, initially, leased a whole bunch of generators. So we have generators on one side of the building— trailer after trailer, after trailer of generators— until we could get the utility power to come in. You know, it’s like, interesting, it's not like, oh, we just magically made it happen.
You have to break down the problem, just like Grok does for reasoning. [Sam] xAI did not respond to questions for this report. [KeShaun] What's happening in Memphis, that is Elon's vision.
Mr President, all systems are activated. Congratulations, Dr Forbin. It's a marvelous achievement.
Thank you, sir. [KeShaun] A technocracy. To be able to do whatever he wants, whatever he chooses, to experiment, to kill, to destroy the environment, at the behest of his machines.
What that will amount to is a plantation economy for the rest of the world. A desolate wasteland of data centers is to follow.
