“Bodyworks Downtown Athletic Club has seen its name tweaked and its location changed along the way, but it's still the operation [Wayne] Gootee (pronounced go-TEE, like the facial hair) envisioned when he opened a gym off U.S. 17 in Stafford County on Dec. 1, 1988. Within a year of opening his facility, the other two independently owned gyms in the Fredericksburg area closed their doors, Gootee said. Over the years, he's seen more than half a dozen of them come and go. And in that same time, he's had stiff competition from larger operations. Gootee thinks he has survived for a variety of reasons. Chief among them is listening to what people want. Before opening his gym in 1988, Gootee joined the two independent gyms in the area. He listened to what people who were working out were looking for in a gym and then used that information to start his own operation. Today, his facility has transitioned from a place populated by dumbbells and benches to one where free weights make up just 10 percent of the equipment. The rest is now devoted to equipment for cardiovascular work, space for classes and staff to offer personal training. ‘If you really allow people to tell you what they want, you're well-off,’ he said. Between 1987 and 2007, the number of people joining health clubs in the U.S. rose 140 percent, increasing from 17.3 million to 41.5 million, according to data compiled by the Boston-based International Health, Racquet & Sportsclub Association. And while that's good news for people like Gootee, the bad news is that over the same period, the number of gyms across the country rose at a slightly higher pace--151 percent. Kara Thompson, an IHRSA spokeswoman, said Gootee's longevity as a small operator going up against businesses with bigger budgets and bigger membership rolls is a testament to his operation and his ability to find a niche. ‘It speaks volumes probably to the inviting atmosphere they must have for their members,’ she said. ‘It certainly speaks volumes about how that particular club was run and people in the neighborhood who found a home.’ Gootee said about 75 percent of his members live in the city. Most have been members for years, and the bulk are in the 40-45 age range. ‘We're a place where people enjoy working out. It's casual, comfortable,’ he said. Plus, he said, his goal isn't to make a million dollars a year. He's trying to earn a living but got into the business because he's interested in helping people live healthy lives. ‘I'm doing what I enjoy, leading someone into a better way of life,’ he said.