1. I had just started at a startup (Mahalo), and I was excited about being 1/5th of a company's development team; being 1/1000th of a company's dev team felt less appealing.
2. They offered the same amount of money I was currently making, but I would have had to move from the affordable Twin Cities metro area to San Francisco.
3. I've telecommuted for every job I've had since college; I don't know how well I'd make the transition to commuting and wearing office-appropriate clothing every day.
At the time, #1 was the most powerful reason I had for declining, but now, it would be #2. They've called a few times since then to see if I've changed my mind, but with inertia being the powerful force that it is, I can't see myself moving out of Minnesota, away from my family and my wife's family. (I have told them that as soon as they open an office in Minneapolis, I'd be happy to talk to them again.) Although, with three feet of snow on the ground and sub-zero temperatures over the past few weeks, I'm reconsidering my four-season climate policy.