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Last winter, Google made a run at Facebook and fell flat, fast. Google Buzz, the social network it tried to build around its popular Gmail service, failed to live up to its name: it drew only a small fraction of Gmail’s more than 100 million users, and it prompted a privacy scare and a lawsuit. But Google didn’t give up. Instead, the company is trying again, on a much bigger scale. It has spent hundreds of millions of dollars buying Web companies and luring talent in hopes of stopping, or at least slowing, Facebook’s dominance in online social networking. (The project has been dubbed “Google Me,” according to people in Silicon Valley who claim inside knowledge.)

Why would Google–the Web’s most profitable public company, an organization that has had no difficulty increasing its commissions from online advertising–have it in for Facebook? It’s this simple: Facebook, from the start, has locked Google’s Web-crawling robots away from its exclusive club of 500 million members. Just try to search for yourself or anyone else who you know is on Facebook. Google probably won’t deliver more than a skimpy profile page whose goal seems to be to get you intrigued enough to sign up for Facebook yourself. Facebook lets members reconfigure their accounts to open their photos and personal information to Google, but it prevents search engines from indexing individual status updates, the site’s core content.

Contrast this to Google’s relationship with Twitter. Sure, Google Buzz was also an unabashed attempt to divert users from that service–it even borrowed Twitter’s language of letting people “follow” each other online. But Google doesn’t have to topple Twitter, because Twitter lets Google pay to index its content. The fight between Google and Facebook matters more because these two companies have different visions of the Internet. From Google’s point of view, it’s as if Mark Zuckerberg has built an off-ramp that whisks Internet users from its superhighway of easily searched information and dead-ends at Facebook’s private estate. “Facebook is the Internet as far as many people are now concerned,” says Mike Kuniavsky, the author of Smart Things, a book about user experience design. “The momentum is enormous.” That we-are-the-Internet image is, of course, one that previously belonged to Google.

How could Google get people to quit Facebook? Facebook recently reduced the biggest obstacle, which was that its users were pretty well locked in. People have spent countless hours curating photos, profiles, status updates, and friend lists on the site, and so have their friends. As of October, however, members can click a few buttons to grab everything they’ve ever uploaded and save it on their computers. Google could take advantage of that by helping people upload their Facebook files into new accounts. Google also could tell people which of their friends had done the same.

But people won’t emigrate just because it’s easy. “Facebook has gotten more valuable to users over time as more people have joined,” says Justin Smith, founder of Inside Network, a market research firm that tracks the site. “Those network effects are difficult to overcome.” In fact, it might already be too late. “People abandoning [Facebook] is unlikely,” says Bernardo Huberman, director of the Social Computing Lab at Hewlett-Packard. “The only fatal shortcoming would be a very serious breach of privacy that would scare anyone from using it.”

So Google needs to offer a reason to leave Facebook. Start with games. More Americans now play FarmVille, the habit-forming game easily accessible on Facebook, than work on real farms. Google has never been a gaming site. But if the company can launch a time-sucking game that Facebook doesn’t have, it could chip away at gamers’ loyalties. That explains why Google invested between $100 million and $200 million this year in Zynga, the company that created ­FarmVille and Mafia Wars, another game that’s popular on Facebook. Google also spent a reported $70 million for Jambool, maker of the virtual currency Social Gold. Using that currency instead of a credit card would make it easier for people to buy things within Google’s games.

Google also could stress a superior user interface. What’s the polite way to say that Facebook’s is a pain in the ass? Over the past 40 years, computer scientists have developed rules for building interfaces that are considered “intuitive,” which means the intended users will be able to figure the thing out without reading a manual, taking a class, or nagging their friends to explain how it works. And yet on Facebook, it can be difficult even to find one’s own content, let alone comb through the hard-to-distinguish clutter of wall posts, profile updates, comments, and tags. There’s room for a much better way to search social-­network content. Perhaps Google can perfect one with the help of technology it got from Like.com, a “visual” search engine it picked up for what appears to be more than $100 million. Or it could tap technology from Ångströ, a social-search company it bought this summer. And taking a cue from its own research, Google could make sure its pages load a lot faster than Facebook’s. In tests on its search results pages, Google found that a mere 10th of a second of extra load time chased users away. If Google can make Facebook seem slow, that could make a difference for many people.

Google could also hawk its network as a bastion of personal privacy. As Huberman observes, Facebook’s own privacy scares haven’t slowed its momentum: people freak out about whether Facebook is following them across the Web or revealing too much about what they do online, and then they use it anyway. But Google’s deep-pocketed marketers could launch a campaign that finally tars Facebook as unsafe. The public could be open to that: there’s an unease about Facebook that isn’t being calmed by this fall’s movie The Social Network, which portrays Zuckerberg and his early partners as back-stabbing brats who upload other college students’ personal info. If Google pitched its social-networking services as a privacy machine, as opposed to a supertool for stalkers, it could reclaim some of the public goodwill that the company lost through its street-view cameras and its on-again, off-again relationship with the Chinese government.

All that said, it’s not enough that Google build a better mousetrap. Perfectly good social networks like Friendster, Orkut (a Google product), and MySpace lost users to Facebook simply because Facebook became more popular. If Google is going to lure enough people to matter–hundreds of millions of people–it needs something huge. Something neither you nor I nor Facebook has thought of. Something that will seem too crazy to be true. Think back to Gmail’s free gigabyte of e-mail storage, or Google’s mind-reading search results that appear while you’re still typing. Can the company work up another surprise? Zuckerberg probably believes the answer is yes. This summer he put his crew “on lockdown,” with software engineers working nights and weekends. He said the goal was to add features and update the site’s design, but any such moves now have a dual purpose: they also shore up Facebook’s defenses against a would-be rival.

Paul Boutin is a freelance writer in Los Angeles. He writes about social networks for the New York Times and also contributes to Wired.

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