In 1993, I was driving home to Modesto after covering a Bay Area conference on cryptography, having spent the past fourteen hours with hackers, phone phreaks, and other libertines who inhabited the pre-web text warren called the Internet. My head buzzed with encryption algorithms, social engineering schemes, and visions of an emerging digital frontier as I crested the Coastal Range.

It was past midnight, mid-winter, and as my headlights bore down on the Central Valley, I saw the familiar and treacherous soup below. The Valley—a giant basin ringed by mountains—fills with tule fog in the winter. The ground fog can cut visibility to zero, kills more Californians than any other weather phenomenon, and tastes faintly of ozone. It is a blanket that shrouds everything.

And as I descended into the fog, thoughts of a digital frontier disappeared. The innovation of the conference was far away. It never made it past the mountains.

It was a pattern I repeated dozens of times. I covered technology for The Modesto Bee, syndicated by McClatchy News Service, and made multiple trips to the Bay Area to write about online innovation long before there was a dot-com bubble.

My editors indulged me, no two ways about it. What I covered had little to do with local readers—at least, not in the present tense. While Modesto rode the housing boom of the late eighties, claiming to be a bedroom community of the Bay Area, the city was never far from its Dust Bowl-refugee roots. My investigative reporting on homelessness, runaway teenagers, and methamphetamine was certainly more native.

But eighteen months later, after the Mosaic browser began leaking out of Illinois at five thousand downloads a month and dial-up speeds crossed fifty-six kilobits per second, I remember sitting in a cramped office at California State University, Stanislaus. A cognitive-theory professor who looked like Gandalf showed me a web browser for the first time. And something clicked.

It could come here, too.

Online activity was about to explode. Information was going to shed its geographic moorings. And while most people’s Internet experiences were still defined by Yahoo’s hierarchal link trees (or AOL’s Cops Who Flirt III chatrooms), it was clear that newspapers had a tremendous opportunity.

So I became a burr in the side of Orage Quarles III, publisher of the Bee. “We need to go online!” I’d wheedle. “Every day we wait, we risk our franchise!”

Quarles pushed the onus back to me. He assigned me to lead a task force to craft a proposal for taking the Bee online. At the time, only ten thousand residents in Stanislaus County had Internet access, but our proposal—delivered February 26, 1996—said we must think long-term: “We have the opportunity—perhaps for the first time—to become more essential to our readers and our community. . . . The Internet is a global phenomenon, yet its potential, ironically, is local.”

Weeks later, Quarles named me online news manager and directed me to get the paper online in six weeks. (He’d heard that The Sacramento Bee, McClatchy’s flagship, was going online in seven. This is how publishers think.) I didn’t know html or any other programming languages beyond Excel macros learned at computer-assisted reporting seminars. Quarles gave me no staff but encouraged me to beg services from anyone in the building. He was emphatic that he wanted it to be very, very good.

In six weeks.

I said sure.

Six weeks later, modbee.com went live at 12:01 a.m. on June 4, 1996 with news, multimedia reports of Yosemite, community resources, and a winking image of Scoopy, our bee mascot. It was the first Bee online but trailed others in McClatchy, particularly the newly acquired Raleigh News & Observer and its Nando.net (which was the CNN of the web before CNN was on the web). But it was the first in the Central Valley. It had come here, too. It had crested the mountains. Because we’d made it happen.

Fifteen years later, The Modesto Bee has changed considerably, a microcosm of the newspaper industry. Buyouts and layoffs have trimmed the workforce by hundreds. The newspaper is printed in Sacramento. The building—new and state-of-the-art when I was hired in 1989—has been sold recently.

As anyone working in newspapers will point out, Modesto isn’t unique. The digital wave that crested the Coastal Range changed our economy in ways even the most gifted futurists couldn’t predict. Traditional business models have been obliterated. Newspapers, caught trying to maintain a legacy business while building an interactive one, have been strategic whipsaws, unable to commit fully to a paperless future that is, let’s face it, inevitable.

Since I left Modesto in 1998, I’ve held senior digital positions at four newspapers, two corporate digital positions, and now run a consultancy focused on media that is participatory, mobile, and sustainable. Our clients range from tablet app developers to foundations to news entrepreneurs. And that blend has helped us glimpse what lies ahead.

Fledgling news websites have cropped up across the country, led by journalists who bleed local, sometimes down to the neighborhood. Foundations that historically funded online news gadgetry are focusing on business models—and the coming nexus of for-profit, nonprofit, and technological partnerships. News entrepreneurs are building lean, adaptive organizations that face the future with a startup mentality rather than a bunker mentality. Successful media sales organizations are becoming agencies selling across multiple brands and products. And mobile consumption of information borders on ubiquity.

Put all of this together and you have the DNA of a successful twenty-first century community newspaper—without the paper.

The Modesto Bee, sitting at the center of a prehistoric sea, has been washed over by the digital tsunami. What remains—and where it goes from here—depends on its ability to see over the next crest.

This piece is part of CJR’s Nov/Dec 2011 roundtable discussion of the future of news in Modesto, California, and places like it. For more on the topic, click here.

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Rusty Coats is president of the consultancy Coats2Coats, and has worked in newspapers and interactive media for twenty-five years.