Rick Schaden had a surprise for his staff. It was August of last year, and the chief executive of Quizno's Corp., a rapidly growing submarine-sandwich chain, gathered his top executives to hash over 2002.

The top brass ringed a sleek conference-room table overlooking the ice rink at the Pepsi Center in Denver, home of the Colorado Avalanche pro hockey team. They were talking advertising. Specifically, how to raise Quizno's profile nationally.

Quizno's wanted to separate itself from rival submakers -- chiefly, Subway Restaurants Inc. -- by promoting the fact that its sandwiches are toasted. The company was planning to launch a six-week run of cable TV ads in February.

But Schaden wanted a bigger play than cable. The Super Bowl was scheduled to take place about the time Quizno's planned to start its 2002 ad campaign. The CEO sprang his idea.

Let's kick off the campaign with a Super Bowl ad, he said.

"The creative people said, 'Ooooh,' " recalled Rob Elliott, Quizno's marketing vice president. "The money people went, 'Ouch!' "

It was a let-it-ride crapshoot: Whatever image Quizno's projected -- good or bad -- would stick in a lot of minds. The 30-second spot would debut before the year's biggest national TV audience, estimated to be 90 million viewers.

If that weren't enough, the company was putting its hopes in the hands of one of the industry's chanciest admen.

And this was way before anyone dreamed up the blow dart.

Quizwho's?

Never heard of Quizno's? That's what today's $2 million Super Bowl ad -- which will be seen during the first quarter -- aims to change.

Ranked as the third-largest sub company, behind Subway and Blimpie, Quizno's was born in Denver in 1981 and quickly became a franchise company. In 1987, Rick Schaden and his father, Dick, bought an outlet in Boulder. Within four years, they owned the 18-store chain. Now there are more than 1,400 franchises across the country.

The name, Schaden said, is made up:

"The guy who founded the chain read in a Wall Street Journal article that Q's and Z's are the least-used [letters] in the language and therefore the most memorable," Schaden said. "So he put them in one word."

In 1994, Quizno's went public, entering the Nasdaq small-cap market. In December, shareholders voted to sell the company to Schaden and his father, who own 67 percent of Quizno's shares, for $6.5 million. With the sale, the company is no longer publicly traded.

Now in 44 states and on four continents (there are 18 stores in the Washington area), Quizno's plans to keep growing. Citing industry research, Schaden points out that over the past year consumption of sub sandwiches is up, while people are eating fewer burgers and pizzas. His stores cluster around municipal buildings and office parks and feed on lunchtime trade. Quizno's also hopes to sell franchises, but it must do so by getting people in the door: The company's best leads come from people who answer the franchise ad on the back of Quizno's napkins.

Subway is the industry goliath, with more than 13,000 stores across the country. Thanks to Jared, the weight-losing pitchman, Subway was able to transform itself from an unexciting sub firm into the health-food alternative to burgers. Six grams this, seven grams that, and suddenly Subway's got lines out the door. But Quizno's is a comer, said one industry analyst.

"They get all kinds of kudos for being successful enough to even think about a Super Bowl ad, much less do one," said Dennis Lombardi with Chicago's Technomic, a food service consultancy. Further, he said, "I don't see anything on the horizon to stop them growing."

If Quizno's is gunning for Subway, it's not right away.

"In some ways, Subway is our best friend," said Schaden, 38. "They spend $100 million in advertising, saying subs are a great alternative" to other fast food. Quizno's can ride Subway's coattails.

Up to a point.

"We want to paint a clear contrast that we are toasted, and toasted tastes better," Schaden said. "We wanted a clever, funny way to say that."

Cliff Freeman was already on the case.

Enter the Jokeman

The epitaph on Freeman's tombstone might well be "Where's the beef?"

The veteran New York adman is renowned for his comedic, often slapstick, sometimes controversial ads. Best-known for his '80s catch-phrase Wendy's ad, Freeman is also well-liked for getting a lot of yuk for the buck.

Cliff Freeman & Partners, a 100-person New York firm, had been on the Quizno's account since 1999. He was brought on at the suggestion of Elliott, who worked at Little Caesars when Freeman did that company's signature "Pizza! Pizza!" ads.

For Quizno's, Schaden's message was clear: In 2002, I want a comparison ad campaign, showing how toasted subs taste better than untoasted subs, which are served by our competition. And I want a money shot.

"I want to show the sub coming out of the toaster and have people say, 'Ooh, look -- that's being toasted. Look at the bubbly cheese,' " Schaden told Freeman.

But taste tests are tricky. The public is often skeptical of the results. ("Oh, please. Like Pepsi wasn't going to win the 'Pepsi Challenge.' ") Further, to actually conduct comparisons, you need research and money -- more money than Quizno's was willing to spend. Finally, there is another risk with an honestly conducted taste test -- you might lose.

So Freeman and his staff took a different tack: a spoof on taste tests.

"People are more savvy to the underpinnings of the business world than they used to be," said Freeman, 58, a slender, casual southerner with longish gray hair and a constant grin of self-amusement. The curved corner window of his eighth-floor Greenwich Village office perfectly frames the Empire State Building. A sign over his door reads "The Big Big Cheese."

"People know that companies are always testing their products," he said. "There's no possibility that our target is not going to understand this."

Freeman's staff ginned up three campaigns and put them on storyboards, showing the proposed ads frame by frame. Arthur Bijur, Freeman's executive creative director, took them to the August meeting at the Pepsi Center in Denver. While he flipped the boards, Freeman listened in by speakerphone and talked Schaden and the Quizno's execs through the ads. The first two campaigns focused on creating a "passion for the product," Schaden said. They were fairly straightforward.

Then Bijur pulled out the third set of storyboards.

"I could see Rick's eyes widening," Bijur said. "He was showing all the Pavlovian signals."

One of the proposed ads went like this:

Opening shot: A sign on a door reads "Testing in Progress."

Cut to inside the room. A test subject sits at a table. In front of him are two covered dishes. Standing alongside is a tester. He asks, "Which would you prefer: This toasted sub" -- he lifts the lid to show the Quizno's sub -- "or this untoasted sub with lettuce?" -- he lifts the lid over the untoasted sub, which is covered with cash.

The subject grabs the money and walks out. The tester speaks into a cassette recorder: "Clearly prefers the untoasted sub with the lettuce."

The voice-over: "The only way to beat a Quizno's toasted sub is to cheat."

The ad is vintage Freeman -- surprise, slapstick and minimalist in its production values. No thumping music, no showy babes, no beer-ad glitz. Weaned on Billy Wilder comedies and Three Stooges farce (a 1999 campaign for Outpost.com featured a cannon firing gerbils at a wall), Freeman uses humor to create what he calls "brand affinity" -- a warm feeling for whatever he's pitching.

Sept. 11

Schaden gave Freeman the preliminary go-ahead at the August meeting. Quizno's had done well linking itself to sports. The company had bought spots on ESPN, purchased ads around the boards of the Avalanche's rink and was a sponsor of yesterday's NHL All-Star Game. The tie-ins made sense: The target sub-chomping audience -- 25 to 54-year-olds, slightly more male than female -- corresponded well with the sports-fan audience.

Things were well underway by Sept. 11. In what was already a down year for advertising, Sept. 11 proved crushing -- ad budgets were the first casualties of a constricting economy. Freeman's business was down substantially compared with 2000, though the firm declined to give numbers.

Quizno's lone Manhattan store was three blocks from the World Trade Center. Its windows were blown out by the debris storm, and it was used as a triage center.

At Quizno's headquarters, Schaden and his team evaluated the situation and guessed a coming economic slump. But quick-service restaurants typically do pretty well in a slow economy, Schaden said. They huddled on the phone with Freeman. Will the ads be seen as inappropriate? Will the slapstick elements be seen as violent? Everyone was trying to predict the echo of a fresh disaster five months into the future.

"We still had the right direction," Schaden and his executives concluded. The company just needed to settle on a specific ad.

Give us some more options, Quizno's told Freeman.

Freeman's staff went to work dreaming up other ways to force test subjects to choose the untoasted sub over the toasted Quizno's sub. Someone suggested a huge fan, to blow the subjects away from the sub. Too expensive. How about a big megaphone, to drown them out when they say "toasted"? Too elaborate. All manner of mayhem was considered.

Why not a blow dart, to knock them out?

Hmm . . .

It might work as a 15-second ad, staffers agreed. Let's keep that in our back pocket.

No Computers This Year

More money. That's what Freeman's staff needed by mid-October. Despite the firm's penny-pinching ways, Quizno's budget wasn't big enough for a Super Bowl ad and a spring run of four more ads.

"We needed about 10 to 15 percent more," said Bijur.

Schaden looked at the budget. "We need to scrape up another couple million bucks," he told his people, to pay for Freeman and the ad time.

Look throughout the company, he instructed. Find it.

Hardest hit was Quizno's information technology budget.

"It was like, 'Boy, we were going to buy new computers with that,' " Schaden said. "But people understood what it meant. It's an exciting thing to sacrifice for."

Action!

Casting bracketed the Christmas holidays. More than 1,500 actors auditioned for the part of the test monitor until they settled on Kurt Hall, an actor in his late twenties with a Beck/slacker thing going on.

"I thought he looked like a Nazi," Freeman said, approvingly.

For the actors who play the test subjects, Freeman didn't want people who looked like actors. In the past, he had scoured malls and old-age homes to find his actors.

"We typically pick people who are totally real," he said. "They're easier to identify with."

Things accelerated as the year ended. The storyboards had to be approved by Fox television standards-and-practices editors, who would decide whether the network would air the ad.

"Fox is easier to work with than ABC, CBS or NBC," said Bryan Smith, Freeman's account executive on the Quizno's ads. The other three networks "are more traditional."

On Dec. 26, Quizno's bought the ad placement time on Fox. Thanks to the economy, ad sales for the Super Bowl were lagging compared with previous years, even though the game's ratings remained consistently high. By this point, Fox still hadn't sold all the game's commercial slots. Some advertisers were holding off for the Winter Olympics. Quizno's saw this as an opportunity to pop before one big audience.

On Jan. 3, shooting began at Universal Studios in Hollywood. For the first time in years, Freeman himself came to the set. "He was the most enthusiastic person there," said Taras Wayner, one of Freeman's art directors for the Quizno's ads.

Freeman had good reason to be excited. He was seeking redemption.

The Super Bowl is center stage for an adman -- all of his peers see his work. In Freeman's long career, this was his first Super Bowl ad, which was a big enough rush in itself.

But the Quizno's ad was more -- it was sweet vindication. Freeman had a rough 2000 after a controversial campaign he'd done for Coca-Cola Co., which was considering buying a commercial in last year's Super Bowl. Freeman produced a quirky ad, which was a primer on how to watch football at home. It included a bunch of TV-watching Neanderthals. The ad was weird, which is to say: It was not Coke, which prefers sentimental affirmations and soda-drinking families of polar bears. Coke killed the ad and took away the lucrative account.

"The Coke decision was totally nonsensical and really stupid," Freeman said. "It was just pathetic."

By contrast, things were loose on the set of the Quizno's ad; folks were ad-libbing. They filmed various versions of the fake-taste-test ad. Let's try the dart, they said. In it, a female test subject reaches for the Quizno's sub, only to be put to sleep by the tester, who blows a dart into her neck. It required several takes.

"She fell, like, 100 times onto that sandwich with no qualms," said Guy Shelmerdine, a Freeman art director on the ad.

They didn't know they had a winner until they saw a rough cut.

"That woman was just a gem," Wayner said. "The way she fell into that sandwich, her look, everything." Everyone had their favorite version of the ad -- until they saw the dart commercial.

This is the one, Freeman told Quizno's.

The Dart's Debut

So it would come down to the blow dart.

Six months of planning, painful budget squeezing, and dozens of creative and financial decisions all added up to one thing: This would be the only chance Quizno's would get to make a first impression before 90 million people. And it all hinged on a slapstick gag.

How would it play?

Freeman sent a rough cut of the dart ad to Quizno's headquarters where, during the third week of January, about 300 company employees filed into a meeting room at the Denver Hyatt Regency hotel for a conference. The ad was projected on a 20-foot-high screen. This would be its first test audience; Freeman hadn't the time or money to test the ad before focus groups. "If we were [advertising giant] Ogilvy, we would've researched it," said Bijur.

"I had butterflies in my stomach," Schaden said.

The tape rolled. Seconds later, the dart thunked into the actress's neck.

The room erupted in laughter. Quizno's execs sighed in relief.

It was settled: It would be the dart ad for the Super Bowl.

"If you're spending $2 million," Freeman said later, "you have to go with absolutely the biggest out-loud-laugh line."

Then he added, seemingly unaware of the dreadful pun: "It's going to stick in people's heads."

Toast-Testing

On Jan. 23, less than two weeks before the ad was to air, the work was coming down to the wire.

Freeman's staff huddled in a dark, high-ceilinged room at Mad River Post, a video post-production studio in a spacious Broadway loft. This is where ads go after they're shot; half a dozen commercials were under production at Mad River, editing scenes on exotic computers, tweaking color and sound. Freeman folks had already cut an entire actor out of the Quizno's ads, believing that he gave away the gag.

Today was Toasty Day.

Mad River editor Dick Gordon stood at a microphone suspended over computer monitors and TV screens, surrounded by electronic equipment and huge speakers. On a TV screen was the actual dart.

The last word on the Quizno's dart ad -- the "end-frame mnemonic" -- is: "Toasty." For an entire campaign built on the slogan "Oven Toasted Tastes Better," this last word must stick in people's minds like the blow dart to the neck.

Gordon recorded the word "toasty" over and over again. He offered different inflections, stressed each syllable, stressed neither syllable, crafted a dozen variations on one word. He was coached by Wayner, the Freeman art director. It sounded like a parody of a Method acting class.

"Toasty," Gordon said into the mike.

"Say it to yourself but not too much to yourself," said Wayner, sitting on a sofa. "As if you just finished a meal."

"Toasty."

"Toasty."

"Umm . . . toasty!"

"Now, draw it out a little, but to yourself."

"Toaaasty."

"More satisfied . . . "

"TOAAAsty!"

"There you go . . . niiiice," Wayner concluded, leaning back. "I think we got it."

Gordon is asked: Have you ever actually eaten a Quizno's sub?

A long silence in the room.

Gordon tried to paint himself out of the corner, stammering.

"I've seen the food shot so much that I've immersed myself in the world that is Quizno's," he said. Further, he said, now hitting his stride, "they should appreciate my objectivity!"

Everyone in the room, punchy from all-nighters editing this ad, collapsed into laughter.

Hoping for 'Magic'

How will Quizno's know if it all paid off?

For about $800,000, Quizno's got five new ads from Freeman, which can be chopped up and reused: Each ad contains one of several "toaster shots" at the end, each showing a different sub emerging from the toaster, used for regional promotions. (Late Thursday night, Quizno's bought another Super Bowl ad -- a 15-second spot airing in the fourth quarter. Terms of the sale were not available.)

Tomorrow morning, all eyes will be on USA Today's "Ad Meter," which uses a focus group to judge Super Bowl ads. In the next few days, sales data will pour into Quizno's headquarters from its stores. This is the crucial time.

"In fast food, you will see major spikes," Bijur said. "If you don't, you get concerned."

Over the next several weeks, Freeman will engage in extensive market research on the dart ad. The agency will hire a firm to survey hundreds of people by phone. They will seek data to quantify the visceral.

The key question will not be "Have you seen the ad?" It will be "Did you link the ad to Quizno's?"

If viewers have not, then the ad has failed.

What Quizno's needs is alchemy.

"When we say it's magic, seriously, that's what all brands want to do," said Jessica Navas, Freeman's data tracker. Then, almost offhandedly, she summed up the darkest fear of Quizno's, Freeman and their big Super Bowl gambit: "Did people see the ad but link it to Subway?" she asked. "Then that's not so good."

Cliff "Where's the Beef?" Freeman decided on a spoof on taste tests for the Quizno's ad.