1. 1
Three suburban guys
had a crazy dream: To
make a sitcom. Then Ed
Asner signed on.
By Dan Zak May 31, 2016
Ed Asner on the set of “Bennie’s Gym,” an indie sitcom pilot that filmed in Columbia, Md., last month, produced by
three Montgomery County men who are new to show business. (Bonnie Jo Mount/The Washington Post)

2. 2
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frisky old fitness guru who runs an outdated gym in South Beach.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.
Putting ideas to paper
It started at the Starbucks on Westbard Avenue in Bethesda. 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

3. 3
something. For his patients. It went from there
to . . . ”
“The Emmys,” Kominsky says with a tinge of sarcasm.
Costumer Jessica Wenger McPhaul dresses Asner, who flew into Maryland for a week’s work on a set that was once a Dollar Buys
store. (Bonnie Jo Mount/The Washington Post)
They formed Foot and Mouth Productions. 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.

4. 4
The team began holding conference calls in Knowles’s 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., while in 2013 there were 186. Everyone’s
making television, so turning a pilot into a series remains a long shot, even as
the number of content-hungry platforms expands to include the likes of
Netflix, Amazon, Hulu and YouTube.

5. 5
Neil Cohen looks in on Asner, seated in his dressing room, and makeup artist Skip Smith. Cohen, a dentist in Chevy Chase, had
long dreamed of making a sitcom. (Bonnie Jo Mount/The Washington Post).
And while TV production is not foreign to these parts — “Veep” shot
in suburban Maryland until last year, and “House of Cards” films in Baltimore
— the trio faces long odds, coming from so far outside the industry. Only a
handful of scripted pilots were filmed in Maryland over the past five years, and
those had the backing of outfits such as HBO and CBS.
“This is very unusual for the area,” says casting director Kimberly Skyrme,
who works on “House of Cards” and helped get the script to Asner. Still, “in
25 years, this was the most fun I’ve had casting anything, because the script
was so funny.”
And the guys are okay with the likelihood of “Bennie’s Gym” going nowhere.

6. 6
“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.
86, and still in the bullring
“It went surprisingly well,” Asner says of the first day of shooting. “The dentist
didn’t get in the way.”
As if on cue, Cohen pops his head into the dressing room, fresh from a Costco
run. He is empty-handed.
“You didn’t bring me a goddamn thing,” Asner growls with practiced Lou
Grant-ness. “I thought you were gonna buy me some coffee, some goddamn
breakfast!”
The walkie-talkies crackle with an order: “Quiet on the set.”
“QUIET!” Asner bellows, startling the high-school-age production assistants.
Then: “Where’s the john?”

7. 7
Asner has a fake mustache applied. “The chance of steady work has a tremendous allure,” he said. (Bonnie Jo Mount/The
Washington Post)
Asner and director Michael Skinner chat on the set. (Bonnie Jo Mount/The Washington Post)
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 those “aging in place,” a bank of lights
approximates the Miami sun.

8. 8
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, Knowles 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 Knowles 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.”
Asner lives in Tarzana, Calif., with his daughter, her 11-year-old twins and
boyfriend, four cats (China, Roast, Wheezy and Ringo), two lovebirds (Esther
and Eve) and guinea pigs whose names he cannot remember. It is a menagerie
he is happy to escape if the part is right. 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.
The second day of shooting involves a face-off between Bennie and his
nemesis, Woody Cockburn, played with grizzled hostility by Joe Estevez

9. 9
(Martin Sheen’s brother). Cockburn arrives at Bennie’s with a health-code
inspector, intent on shutting down the gym.
Asner faces off with Joe Estevez, who plays Bennie’s nemesis. Between them are actors Amanda Forstrom, Tonye Patano, Sig
Libowitz and Brooke Stacy Mills. (Bonnie Jo Mount/The Washington Post)
The two aged macho men hiss and growl and circle each other.
Take 1: “Whaddaya doing here, Cockburn?” says Asner, a vision in velour,
eyebrows twitching with contempt.
Take 2: “Whaddaya doing here, Cock. Burn?”
“One more, soft and dangerous,” says the director and co-writer Michael
Skinner.
Take 3: “Whaddaya doing here, Cock — ” an uncomfortable and hilarious
pause “ — burn?”
The crew stifles laughter. 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.

10. 10
Sitcom is a metaphor, remember.
“Cut,” Skinner says.
“Where’s the john?” Asner says.
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