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Ed Asner on the set of 'Bennie's Gym, an indie sitcom pilot that filmed in Columbia, Md., in May, produced by three men who are new to show business.

Ed Asner is not wearing any pants. He is standing in the back room of a former dollar store in Columbia, Md. Taped by the door is a handwritten note on a blue piece of paper: "Ed's dressing room." Asner is staring into a mirror at his 86-year-old face, which is bisected by a fake mustache. On his script is an unlit cigarette. There's a small bowl of Werther's hard candy nearby.

"Who am I?" he mutters. "What am I doing here?"

The long answer involves Kansas City, the Army, Mary Tyler Moore, a shelf full of Emmys, rabble-rousing lefty activism, "Elf" and "Up" and then some free time in his twilight years. The short answer involves a dentist, a podiatrist and a former human-resources executive named Fred — all middle-aged Marylanders who decided to fulfill a pipe dream by creating a TV show about a frisky old fitness guru who runs an outdated gym in South Beach.

A costumer helps Asner into a mustard-colored velour tracksuit. Asner hums a few bars from the opera "Carmen."

"This is how you get ready to go into the bullring," he says, beginning to yawn and prowl like a lion awakened from slumber.

Where it all began

It started at the Starbucks on Westbard Avenue in Bethesda, Md. The dentist, Neil Cohen, who had always wanted to make a sitcom, was a regular, and it was there that he met Fred Knowles, who had quit his HR job and was seeking a new purpose. Along with Steve Kominsky, the podiatrist, they developed something of a standing coffee date. Early-morning chatter eventually led to scriptwriting, and scriptwriting added a little thrill to their comfortable lives.


"You gotta understand how amazing this is," Cohen, the dentist, says at their 6:30 a.m. Starbucks meeting the day before shooting starts. "One day they say, 'Hey let's go write it.' We meet at 3 o'clock in the afternoon on a Wednesday, and then we go to Steve's office and have some stale food. Pickles, or something. For his patients. It went from there to ... "

"The Emmys," Kominsky says with a tinge of sarcasm.

They formed Foot and Mouth Productions LLC. They researched the art and science of TV writing. They went through 22 revisions of the pilot script and hired a local playwright to help them refine it. They titled the show "Bennie's Gym" — and everything slowly fell into place, through a combination of luck and naivete.

Knowles, the HR guy, met a producer who knew a local director who knew a "House of Cards" casting director whose parents lived near someone who was friendly with Asner. Everyone along the way liked the script — which was irreverent and self-referential, like "Taxi" meets "The Office" meets "Golden Girls" — and it kept moving toward Asner.

The team began holding conference calls in Knowles' Toyota in the Starbucks parking lot. Once Asner signed on, financing the pilot seemed like a cleaner bet. Five people, including Knowles's wife and childhood best friend, put up the cash for the low-budget production.

They declined to divulge the cost other than to note it was a tiny fraction of the $2 million needed for the average studio comedy pilot. Asner received what could be described as modest fees, considering his fame, for both acting and executive producing (though a larger payday would come if the show is picked up).

It is money they are almost sure to lose, given the glut of TV-making these days: In 2007, fewer than 50 pilots were shot in the United States, according to filming permitter FilmL.A. Inc., while in 2013 there were 186. Everyone's making television, so turning a pilot into a series remains a longshot, even as the number of content-hungry platforms expands to include the likes of Netflix, Amazon, Hulu and YouTube.

And the guys are OK with the likelihood of "Bennie's Gym" going nowhere.

"You have to have people who want to have fun on the journey," Knowles says of their endeavor. Television is "not our business. We didn't have the pressure of performing, succeeding, failing."

Some of the crew was recruited from "House of Cards." Cast auditions were held in Baltimore. The Maryland Film Office connected the team with Howard County, which leased them the old dollar store for a dollar. Then Asner boarded a plane to Maryland.

Shooting begins

"It went surprisingly well," Asner says of the first day of shooting. "The dentist didn't get in the way."

The set of "Bennie's Gym" is the world's tackiest and saddest fitness center. The walls are painted canary yellow and Pepto pink. The reception area looks like a tiki bar. One wall is lined with trophies that belong to the children of the creators. There are forlorn treadmills. There is a vintage Radarange microwave. Just outside the building, between a real hair salon and a real medical equipment store for the "aging in place," a bank of lights approximates the Miami sun.

Knowles, unable to contain his glee, watches Asner emerge from his dressing room and parade through the set, flinging a chair from his path with the vigor of a 20-year-old.

Just a few years ago, Fred was burned out from 25 years in corporate life. Who am I? he began to ask himself. What am I doing here? He quit his job and in two short years found himself the co-creator and co-writer of a single-camera TV pilot starring a television legend from his youth. The whole experience has inspired Fred to write a book titled "What's Your Sitcom?" It's about finding passion in one's work.

"Sitcom," Knowles says, is really a metaphor.

Asner himself has some thoughts about work, and about why he's here in Columbia, Md., at age 86.

"Why'd I take it?" says the man who played Lou Grant for 12 years. "I wasn't working. They offered me a week's work. The chance of steady work has a tremendous allure."

After 60 years of acting, there's a reason he's still heading into the bullring.

"I always felt I couldn't be a great actor because I wasn't a drunk, or whatever," he says. "I didn't have a Hamlet I needed to show you. Or a Lear."

He has a Bennie, though. Oh, does he have a Bennie.

Asner is a pro, with or without a studio audience, with or without a guarantee that "Bennie's Gym" will become a long-running and beloved network sitcom.

Sitcom is a metaphor, remember.