\u201cMy first call was to my dad,\u201d said Zilis, who testified that even her own family didn\u2019t know the children\u2019s paternity. \u201cThe call right after that was to Sam Altman.\u201d Greg Brockman, OpenAI\u2019s president, had testified he found out about Zillis\u2019 children from news reports. When he talked to her about it, she claimed her relationship with Musk was \u201cplatonic\u201d and that she\u2019d had kids via IVF. This was reassurance enough for Brockman, who\u2019d been friends with her since 2013. She remained on the board.<\/p>\n
On the stand, Zilis spoke softly and quickly. She seemed mousy. A significant part of what made her testimony so bad for Musk was that she appeared to be the only person taking notes on what Brockman, Altman, Ilya Sutsekever, and Musk were discussing when the cofounders considered their options for creating a for-profit arm of OpenAI. She also was \u201caiding and facilitating communication between the principal parties.\u201d Those notes are the trial\u2019s most important evidence \u2014 more important, even, than Brockman\u2019s diary.<\/p>\n
The goal of the direct testimony seemed to be to take the sting out of what Zilis and the plaintiff\u2019s lawyers had to know was coming. So she told the court that her role also meant telling Altman when Musk was \u201cin a good headspace\u201d for a conversation \u2014 perhaps inadvertently strengthening Brockman\u2019s testimony yesterday<\/a> that at one point he feared Musk would physically attack him \u2014while vehemently denying that she funneled information to Musk.<\/p>\n Look, she and Musk testified they lived together and have a romantic relationship and four kids. She was originally a plaintiff in the suit. She kept her children\u2019s paternity secret from her own father. All of those things would be reason enough to doubt her testimony about thinking OpenAI betrayed its mission during the chaos when Altman was fired by the board. She claimed that Microsoft CEO Satya Nadella said something to the effect of \u201cwe are above them, we are below them, we are around them\u201d during that chaotic period as being \u201cterrifying.\u201d (The quote was \u201cWe are below them, above them, around them<\/a>.\u201d)<\/p>\n But the notes are really what did Musk\u2019s case in. Try as she might, Zilis couldn\u2019t explain them away.<\/p>\n There were a lot of ideas batted around in 2017 and 2018. We saw a lot of Zilis\u2019 emails from that period. Notably in one, an option was \u201cswitch to for profit in next couple of weeks (woah fast!).\u201d Another email noted that a \u201ccomplete non-negotiable\u201d for Altman, Brockman and Sutskever \u201cis an ironclad agreement to not have Elon (or anyone) have absolutely [sic] control of AGI they create.\u201d In another she wrote to Musk money manager Jared Birchall, \u201cThey say they will not move forward without a guarantee to switch away from him having control. You and I can argue that\u2019s stupid all we want but they are holding firm on it.\u201d<\/p>\n \u201cIf he hung around E perhaps it would force him to think about humanity more\u201d<\/p>\n Zilis also knew about Musk halting donations before OpenAI did. On August 20, 2017, she wrote, \u201cFunding freeze: OpenAI is likely to realize this week that their $5M in Q3 is, albeit correctly, on hold. Unsure how this will impact negotiations but wanted to flag it since it\u2019s likely to have a big psychological impact on them if they find out.\u201d Musk told Brockman and Sutskever over a week later, on September 1st, that he\u2019d pulled funding.<\/p>\n There were other machinations:<\/p>\n At one point, Musk seemed to have suggested that she, Sam Teller, and Birchall \u2014 two of Musk\u2019s closest fixers \u2014 should all take seats on OpenAI\u2019s board so that Musk would have control of the nonprofit. Zilis wrote to Teller that she didn\u2019t share that with the OpenAI team.In November 2017, Musk was thinking of creating a \u201cworld-class AI lab\u201d inside Tesla. To that end, Musk offered Altman a board seat at Tesla.Zilis wrote an email to Musk saying that to save him time she\u2019d brainstormed some solutions for him. Three of them involved developing AGI at Tesla. One was making OpenAI a public benefit corporation subsidiary of Tesla. One was getting Altman as an \u201canchor\u201d for TeslaAI.My favorite of those solutions was: \u201cFind a way to get Demis<\/a>. Seriously\u2026. Demis really does fanboy hard and I don\u2019t think he\u2019s immoral\u2026 just amoral. If he hung around E perhaps it would force him to think about humanity more.\u201dAfter hiring Andrej Karpathy, Musk asked for a list of top OpenAI people to poach.<\/p>\n We had already seen one of her text messages in the docket \u2014 the one where Musk leaves the board and she asks him whether she should remain \u201cclose and friendly\u201d to continue funneling him information. In her direct testimony, she tried to put that in the context: \u201cThey were going through this weird half-breakup,\u201d she said. But in the cross, we found out that she didn\u2019t remember that in her deposition.<\/p>\n \u201cYour long-lost memories have been recovered,\u201d said Sarah Eddy, the OpenAI attorney, in one of the trial\u2019s funnier moments. Sure, Musk\u2019s team objected and the objection was sustained, but we all heard it. In fact, it was one of several times Zilis seemed to have recovered memories she didn\u2019t have at her deposition, memories that \u2014 coincidentally I\u2019m sure \u2014 happened to be good for Musk\u2019s case.<\/p>\n To be fair, Zilis performed the best under cross examination of anyone we\u2019ve seen so far, but she doesn\u2019t exactly come across as truthful. And there was even more reason to be skeptical of her when we discovered how she left the board, which \u2014 according to her deposition \u2014 happened \u201cbecause I picked up a call from Sam and he said, \u2018I\u2019ve heard Elon is starting a competitive venture\u2019 and I said, \u2018Well if that\u2019s true, this is the time to resign.\u2019\u201d<\/p>\n Her primary allegiance was and is to Musk<\/p>\n Mysteriously, she had forgotten that call between the deposition and today. But she did seem to know that Musk was moving on AI when she texted a friend, who was in her phone as \u201cShahini Rubicon Fluffer.\u201d (Incredible name. Thomas Pynchon will be so jealous.) \u201cHave to resign OpenAI board btw,\u201d she wrote. \u201cE\u2019s effort has become well-known.\u201d Her friend didn\u2019t seem surprised by the revelation. Zilis went on: \u201cWhen the father of your babies starts a competitive effort and will recruit out of OpenAI there is nothing to be done.\u201d<\/p>\n Zilis added that Musk \u201cproactively apologized that he had pruned my friend network through this.\u201d<\/p>\n Here\u2019s what it added up to, as far as I am concerned: Her primary allegiance was and is to Musk. To believe she didn\u2019t know about xAI, I would have to believe that despite their \u2014 at the time \u2014 three children and the time he spent with them every week, he never discussed it with her. I don\u2019t believe that. Who would? There\u2019s enough evidence in her meeting notes to suggest she routinely held back information from OpenAI on Musk\u2019s behalf \u2014 xAI would be no different. I also don\u2019t believe that she didn\u2019t give Musk information about the Microsoft deals she approved while sitting on OpenAI\u2019s board.<\/p>\n Musk didn\u2019t have a problem converting the whole of OpenAI to a for-profit or kneecapping the charity by recruiting its strongest researchers. He didn\u2019t mind the idea of subsuming it into Tesla in any of a variety of ways. The thing he did mind was not being in control of it. That\u2019s what I took away from Zilis\u2019 texts and emails.<\/p>\n Brockman and the OpenAI board were incredibly naive to allow Zilis to continue working there after learning of her twins\u2019 paternity. But then, maybe no one expected someone so meek to be so devious. She was smart enough not to raise her voice or nitpick obvious questions during her cross-examination, so her bearing read as more trustworthy than anyone we\u2019ve seen yet. It\u2019s just that the overall takeaway from her written communications is that she\u2019s put Musk first in her life. Everyone else \u2014 including, apparently, her own father \u2014 comes second. So on the stand, you might as well assume she\u2019s saying what Musk wants to hear too.<\/p>\n Follow topics and authors from this story to see more like this in your personalized homepage feed and to receive email updates.Elizabeth LopattoClose Elizabeth Lopatto<\/p>\n Posts from this author will be added to your daily email digest and your homepage feed.<\/p>\n FollowFollow<\/p>\n See All by Elizabeth Lopatto<\/a><\/p>\n AIClose<\/p>\n AI<\/p>\n Posts from this topic will be added to your daily email digest and your homepage feed.<\/p>\n FollowFollow<\/p>\n See All AI<\/a><\/p>\n Elon MuskClose<\/p>\n Elon Musk<\/p>\n Posts from this topic will be added to your daily email digest and your homepage feed.<\/p>\n FollowFollow<\/p>\n See All Elon Musk<\/a><\/p>\n OpenAIClose<\/p>\n OpenAI<\/p>\n Posts from this topic will be added to your daily email digest and your homepage feed.<\/p>\n FollowFollow<\/p>\n![\"Elizabeth](\"https:\/\/www.europesays.com\/people\/wp-content\/uploads\/2026\/05\/1778113089_519_ELIZABETH_LOPATTO.0.jpg\"\/)
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