In my neuroscience lab at the University of California, Santa Barbara, my colleagues and collaborators discovered this large repository of brain genes in the sponge. Ever since, we have asked ourselves why this ancient, porous blob of cells would contain a set of neural genes in the absence of a nervous system? What was evolution up to? The sea sponge first shows up in the fossil record about 600 million years ago. They live at the bottom of the ocean and are immobile, passive feeders. In fact, early biologists thought they were plants. Often encased by a hard exterior, a row of cells borders a watery center. Each cell has a tiny cilium that gently circulates a rich flow of microorganisms on which they feed. This seemingly simple organization belies a giant step in evolution. For the previous 3 billion years, single-celled creatures inhabited the planet. In one of evolution's most creative acts, independent cells joined together, first into a colony and later into a truly ins