When the Brooklyn Flea began in April 2008, it seemed like an uphill food battle. How do you set up a pop-market of artisanal pickin’s in a city where every other weekend there’s a food festival or street fair? But Eric Demby and Jonathan Butler were determined — and it turns out determination can lead you to a 9,000 square-foot antique beer hall. So, we had to find out how they did it.

First things first: the drawing board. The two combined their insider knowledge of the borough to scout out the best local vendors, Eric from his time spent founding and writing for Brownstoner.com and Jonathan from his experience as the former communications director for Brooklyn Borough President Marty Markowitz. Together, they gathered the city’s best small-batch cooks, vintage clothing sellers, jewelry makers, vintage bike fixer uppers and other local folks who wanted in on the mission. Each weekend, the group rallied under the good graces of hospitable weather and curious passersby. Yessir, the idea caught on. Quickly.

It wasn’t long before new iterations of the pop-up began appearing all over the city, with spots in DUMBO, Park Slope and Fort Greene, along with their post at Central Park’s Summerstage and the birth of Smorgasburg, the now jam-packed market that brings crowds to the Williamsburg waterfront every weekend. It’s a testament to their skyrocketing popularity that even the vast corporate counters of Whole Foods Market have taken notice, adding them as a member of the food masterminds for the store’s Bowery location.

Now, Eric and Jonathan are tackling an even bigger indoor addition to the Flea’s smaller siblings. And they’re trekking further into Brooklyn to make it happen. Set to open on June 19th, just in time for the beginning of summer, Berg’n is the Brooklyn Flea’s most ambitious project yet. The new space at 899 Bergen will be equal parts antique beer hall and classy food court, built up as part of a large-scale office conversion project called 1000 Dean (located at, of course, 1000 Dean Street.) The latter will house coworking spaces for creative folks in need of an office.

Their proximity to Berg’n will indeed pave the way for many delicious lunches. The new spot’s list of vendors already includes eats from the popular Asia Dog, Mighty Quinn's and Pizza Moto Slice Shop along with Ramen Burger’s first permanent location. There will also be some smooth java from Brooklyn-based Parlor Coffee (with Dough doughnuts and Blue Marble ice cream to go with your cuppa) and our favorite part of it all: a 40-foot-long antique bar slinging local craft brews and fizzy treats from Brooklyn Soda Works.

“The beer hall is a 9,000 square foot, one-story building that was just calling out to be a beer hall,” Jonathan says. “It's got such great bones—beautiful old brick walls, wood joists and, now, a courtyard. We also thought that the timing was just right for something like this in this particular location.”

For Jonathan (and for our cheap $3 umbrellas that keep ending up in the trash) the best thing about this new outpost of the BK Flea will be one huge thing: avoiding Mother Nature’s fickle whims. “We’re most excited about having a 7-day-a-week location that cannot get rained out!” he says. “It's also really exciting to be playing a part in the growth of the food vendors who will be a part of this project, most of whom have been with us since the beginning.”

Getting it all up and running from start to finish has obviously involved a great deal of planning, but also some fat stacks of paperwork. “The biggest challenge has been dealing with all the bureaucracy involved in gut renovating a space and managing the many personalities that are involved in executing a project of this scale.” Yep, as with any collaboration, they had to get everyone to get along.

Playing nice has its rewards though, as Eric and Jonathan see Berg’n through its final stages before this month’s grand opening. “I think that seeing your vision move from the two-dimensional page to a three-dimensional finished project is the most satisfying [aspect of the project],” Jonathan says. “The beer tastings aren't exactly a poke in the eye either!”