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Underground Development began life as Z-Axis, a company best known for creating numerous cult-favorite extreme sports games such as Thrasher: Skate & Destroy, Aggressive Inline, and the infamous BMX XXX. The exodus of key members from the studio, as well as a proposed change in direction by their corporate overlords at Activision (who bought the studio in 2002), led to their rebranding in 2008.

Shortly after this rebranding, Activision announced their intent to close Underground Development after they shipped their first game, the PlayStation 3 port of Enemy Territory: Quake Wars. Instead, Activision kept the studio alive--and even moved them to a new office in Redwood City in February 2009--to develop Guitar Hero: Van Halen and to assist in developing the multiplayer component of Raven Software's Wolfenstein. Unfortunately for Underground, they soon learned that you cannot cheat death twice, and were shuttered on February 11, 2010 as part of Activision's restructuring in the face of lower-than-expected Guitar Hero sales in 2009.

Prior to their canceled closure in 2008, rumors spread that Underground had been working on a third-person Call of Duty title, and that the game had hit a snag when series creator Infinity Ward began negotiating a deal with Activision to grant them exclusive rights to making games under the Call of Duty banner. While this rumor was never confirmed and disappeared into the ether shortly after Activision denied the claims, one cannot help but wonder, in the wake of Vince Zampella and Jason West's legal complaint against Activision following their termination in March 2010 and the announcement of the "action-adventure" Call of Duty title that was in development at Sledgehammer Games before the team was asked to assist with Modern Warfare 3, if there was some truth to the rumors after all.

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