Where the lines between downtown and midtown get hazy, you can find Make Believe Studios tucked away, its headquarters concealed behind Omaha’s trees.

When people pass beyond the gates and cross the grounds to enter the brick building, they come across mixing consoles, control rooms, and a dedicated space to capture a great sound. Magic is in the air. You think, Make Believe must be one hell of a place to record a song.

But the facility isn’t a commercial recording studio—not anymore. Nowadays, Make Believe creates high-end analog models and easy-to-use plug-ins. The software helps artists make pristine-sounding music on their computers in fewer central processing unit (CPU) cycles.

How did a recording studio in Omaha become a software company?


Born and raised in Detroit, Rick Carson finished high school at age 16 and became the youngest to enroll in Full Sail University in Winter Park, Florida. He lived in Prague and Chicago before moving to Nebraska in 2010 to build an audio ecosystem. But why Omaha?

The 20-year-old Carson discovered that “Omaha, at that time, had more retired millionaires per capita than most cities, more disposable income between 16-24 year olds, and the second-lowest unemployment rate in America.”

On MySpace, if you remember what that is, Carson said he found 1,500 artists from Omaha. A search for “Recording Studios in Omaha” produced just five results.

The plan was to build here before moving to Los Angeles. But something else happened.

Mix It Up

Things turned up a notch for Make Believe when Carson began working with Kenny Carkeet, who had just engineered the hit song “Sail” by AWOLNATION (2010).

Recalling the limitations of the internet, Carson said, “It used to take me all night to download those files!” Once he awoke to the completed downloads, he got to work as Carkeet’s mixing engineer and began balancing the session recordings.

Other producers in musical hotspots such as L.A. and New York soon took notice. Suddenly, Carson and his crew were recording and mixing 24/7.


By 2014, Carson decided to relocate Make Believe Studios. It was time to wave goodbye to Studio C.

For the next two years, Carson and his team built the present-day studio on 20th and Leavenworth from the ground up. “Make Believe is as close to walking through one of my dreams as you can get,” Carson said.

Around this time, Carson connected with Terrace Martin, a producer and musician for Kendrick Lamar and Herbie Hancock, among others.

The late drummer Curly Martin—Terrace’s father and an Omaha native—played jazz in the city for over 50 years. When Terrace learned that Make Believe was in Omaha, he and Curly decided to make a record. The result: “Velvet Portraits” (2016), which was up for Best R&B Album and earned Carson his first of five Grammy nominations.


The studio grew into a thriving recording software company seemingly overnight, but it took a little longer than that.

“We always had to have another hustle,” Carson said.

His knowledge of rare music equipment—and how to sell it—translated into a beneficial side gig early. In the end, vintage gear helped the studio survive. It also inspired innovation.

“Once you develop a reputation for buying gear, people start to reach out to you,” Carson noted.

Digital Love

Conversations in the studio on the subject of digital signal processing (DSP) stretch back to 2014, when development for the new location began.

As a champion of music-makers, analog equipment, and digital solutions, in 2019, Make Believe began to work with the 50-year-old audio giant Sontec in selling high-end hardware.

In 2020, Make Believe landed Metric Halo as a co-developer, lauded for its ChannelStrips software series. The two companies collaborated with Sontec to bring an uber-efficient digital “equalizer” plug-in to life.

On Oct. 28, 2022, Make Believe released the MES-432D9D Sontec plug-in at $299—a fraction of the cost of the original hardware unit that sells new or used in today’s market for between $11,000 and $20,000.

The Make Believe Sontec mastering equalizer is all the rage in the music industry. Found on Make Believe website


Make Believe has expanded to four staff members. The others are Ryan Harvey, the studio’s chief engineer; Justin Valentine, the studio’s dedicated manager; and Daniel Thompson, a Detroit native and friend of Carson’s since age 12 who oversees the “new media” and graphical user interface (GUI) design.

Carson and the studio continue to collaborate selectively with global, national, and local artists.

One such local artist is JACK. Carson co-wrote, produced, and mixed JACK’s upcoming debut album “Sad Songs in C Major.” The album’s first single, “Internet Rock Man,” was recently released.

At 34, in addition to heading an innovative software company, Carson is looking forward to transforming Make Believe into more of a resource for the city. He wants to host community events like open jams and gaming gatherings, as well as bring in more local engineers.

“There is more music,” he said, “to be made in this facility for years to come.”

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