When San Diego's Comic-Con first began back in 1970, only 300 people attended. Now, the annual convention for comics, collectibles and all things genre has gone decidedly mainstream, drawing crowds in excess of 120,000 to preview the latest movies, TV shows, games and merchandise in an annual four-day festival of geekery.

Actor Zachary Levi has attended the convention from both sides, as a fan and as the star of NBC's cult hit "Chuck," which ended its tenacious five-season run last year. But far from forsaking his fanbase once his show left the air, Levi and his business partner, Dave Coleman, have been working to keep their loyal army of self-proclaimed "nerds" active, engaged and inspired, in large part through their Nerd Machine merchandise site and related social media.

In 2011, the duo debuted Nerd HQ, a smaller, more informal annex to the Comic-Con experience held a few blocks away from the convention center. Last year, I talked to Levi about the project a few days before Comic-Con kicked off, and he described the venture as "an attempt at creating an intimate, organic, fun, interactive experience between celebrities and fans that all culminates for a greater good, which is raising money for charity."

Though Levi expressed trepidation that the entire enterprise might somehow go horribly wrong, the general consensus was that Nerd HQ 1.0 was a resounding success, raising $40,000 for Operation Smile by the convention's close. Naturally, Levi wanted to expand the concept for a second year, so I caught up with him to discuss Nerd HQ's evolution.

"I’m definitely feeling a little bit better about it, but I guess even after you’ve accomplished it one year, it doesn’t mean that it still can’t blow up in your face another year," he laughed. "I’m more confident in my excitement this year, knowing what we accomplished last year and knowing just how special it felt. The whole weekend was really difficult and strenuous ... But the whole time I kept feeling energized, [just from] the feedback I was getting from fans and feedback I was getting from the celebrities that lent their time to us, all for that greater goal of changing lives throughout the world with Operation Smile."

Rather than trying to compete with Comic-Con, Levi explained that he hoped to offer a "complement" to what the gigantic convention offers -- which makes sense, considering that the ballrooms at the San Diego Convention Center only hold between 280 and 6,500 people, meaning that many of the 120,000 attendees aren't fully occupied all of the time. And out of respect to the established event, Nerd HQ never sells tickets until after Comic-Con is completely sold out. "They have giant ballrooms and can bring in giant stars and every possible studio, network and comic book company, small and big, everybody under one giant roof, and that’s insane to me," Levi enthused. "The energy and everything that goes into that is really incredible and it’s powerful. We just wanted to offer a smaller, more intimate version of that."

Last year, Levi admitted that he was only intending to hold a Nerd Party for fans and celebrities who wanted to be able to dance and relax without having cameras pointed at them the whole night, but the idea soon snowballed into a self-contained space for gaming, technology, merchandise and Nerd HQ's centerpiece, the Conversations for a Cause. Conducted in a casual Q&A format, the Conversations (which were also live-streamed for fans who couldn't make it to San Diego) saw fans interacting with guests, such as "Supernatural's" Jared Padalecki and the reunited cast of "Firefly," without needing to camp outside all night to catch a glimpse of their favorite stars.

"Last year, it was all people that I knew," Levi admitted. "I was just calling friends and being like, 'Help me out. Do me a favor. I know this doesn’t make any sense -- I can’t really explain what it’ll be like, you’ve just got to trust me.' And they did and I was so grateful that they did and it worked out well. Now studios and networks are aware of it from last year and they want to utilize it as I always dreamed people would. So now I have people coming in to do Conversations for a Cause that I have never even met before, but I’ve always been like, 'Oh wow. You’re so-and-so. That’s really awesome.'"

Such conversationalists include genre gods like Joss Whedon, Nathan Fillion, Stan Lee, Guillermo Del Toro and the casts of "Chuck" and "Psych," to name a few. Demand was so high when the first wave of Conversation tickets were released that fans actually crashed the Nerd Machine servers, leading to a staggered schedule for the remaining panels. Each Conversation ticket is $20 and 100 percent of the proceeds go to Operation Smile.

The rest of Nerd HQ's activities (including 40 gaming stations offering the first playable demo of the new "Tomb Raider" and other anticipated releases) are free, meaning it's a great alternative for Comic-Con attendees who find themselves between events or unable to get into the packed auditoriums of Hall H or Ballroom 20.

"I believe in conscientious capitalism; that’s a kind of driving force with me," Levi said. "I think you can make a buck and give a buck at the same time. I think a lot of companies have shown that they’re able to do that. I believe in excellence, especially for our sponsors. You’re taking other people’s money and doing something with that and you want them to be happy. I feel like they were happy last year and we’re hoping to make them happy this year. Last year, it was a little tougher; I went out of pocket a little bit for last year’s event. But hell, if I’ve got to go out of pocket this year or for ten years to come, you don’t see a U-Haul on the back of a hearse. I can’t take it with me; I might as well spend it on something cool and fun and special."

While Comic-Con has grown more commercialized in recent years -- it's now as much an opportunity for studios to promote their most anticipated new projects as for fans to seek out rare back-issues in the exhibition hall -- Levi's determination to provide an enjoyable atmosphere for fans at a reasonable cost is admirable. The only money Nerd HQ makes over the course of the weekend comes from sales of their merchandise, which includes geek-friendly t-shirts and "techcessories."

"It’s kind of like a 'Field of Dreams' thing: If you build it, they will come. And if they come, then hopefully they’ll like your stuff and they’ll buy it," Levi explained. "If they don’t, you still gave them a great time and hopefully they’ll buy it next time. I don’t believe in strong-arming people. I believe in incentivizing people. If you can incentivize people in anything, whether it’s in politics; in life; in spirituality; in business; just take care of folks. Incentivize them and all of a sudden it’s amazing the difference that you’ll see. And if you give them a place where they enjoy coming and hanging out, then even somebody who didn’t know about your company or didn’t care about your company, all of a sudden they go, 'You know what dude? I just want to support you. I might not even wear this shirt, but I’ll buy it because I like what you guys have done here.'"

Though Nerd HQ has upgraded to a 15,000-square-foot venue called Block No. 16 Union and Spirits this year, the Conversation Q&As will seat the same amount of fans as last year (225) due to fire regulations and the limitations of the panel room. "I really wanted to have at least 250, but where our panel room is set up just wouldn’t seat it, same with last year at Jolt’n Joe’s. It’s a bigger overall space, but we couldn’t seat more people," Levi said. "But that being said, last year sometimes we oversold. They were so in demand, they wouldn’t mind standing in the back. As long as we’re within fire code, I’m more than happy to accommodate people as long as they’re fine with it ... Honestly, my ideal cap space is, like, 500. I’ve done shows before where you have an audience of 500 and it still feels pretty intimate. There’s not a bad seat in the house. That’s really kind of one of the driving factors ... there's not a bad seat in the house [and] everyone feels like they have an opportunity to get a question in if they really wanted to."

To promote awareness for the event, Nerd HQ also partnered with Break Media (who will be providing live-streaming for this year's panels) to create a geektastic miniseries called "Trailer Park Heroes," featuring Levi and a number of other familiar faces, including his "Chuck" co-star Adam Baldwin. The webisodes feature cosplayers (fans who dress up like their favorite fictional characters -- especially for Comic-Con) infected by a zombie-like virus attacking a trailer park where Levi's merry band of misfits live.

Watch "Trailer Park Heroes" here:


Nerd Machine: Trailer Park Heroes Part 1 - Watch More Funny Videos

The partnership with Break is a good fit for Levi, who has frequently spoken of his desire to explore crowd-funded content creation, to help produce projects that traditional networks and studios might hesitate to invest in. The rise of Kickstarter has seen more content creators turn to their fanbases to fund their passion projects, and Levi hopes to follow suit as Nerd Machine expands.

"That’s definitely a big thing that we’d like to do; whether it’s under the Nerd Machine moniker or we have a sister company that’s just fully dedicated toward producing content, it’s 100 percent [something we're interested in]," Levi said. "And that’s the future. Anyone who doesn’t see that, I would really encourage them to wake up. In five years they’re going to have a Smart TV and you won’t need a remote control. You’ll talk to it and you’ll wave your hand around, and every channel will be an app. You’ll open an app and you can buy shows a la carte, God willing. It’s a brave new world.

"Entertainment has this way of resetting itself. It gets really set on a certain model and it just can’t sustain that anymore because technology just affects everyone and everything in the world. The more it exponentially grows, you’ve got to embrace it and see where it takes you," he continued. "I love that any kid can grab a GoPro [camera] or a Flipcam and go shoot a movie and it looks good. And you can distribute it online and promote it via Twitter. I’m excited about being able to do that myself and take the following that we have and just give them cool stuff and integrated stuff and interactive stuff."

If Nerd Machine and Nerd HQ weren't keeping him busy enough, Levi still has a successful screen career to occupy him. Recently, the web began rumbling in earnest about the possibility of the star joining the cast of Marvel's "Thor 2" to take over the role of Fandral, after "Once Upon a Time's" Josh Dallas was forced to drop out due to scheduling conflicts. Ironically, the same thing happened to Levi during the initial casting for "Thor," when the movie clashed with his "Chuck" schedule.

"There was quite a lot of rumbling that went on," Levi laughed. "That all of a sudden popped up. I was in Japan at the time and I was on Twitter and people started Tweeting me that Josh Dallas had to back out of the film and they were saying, “Oh opening! Opening!” And I think maybe my fans knew that I had to back out of Fandral back in the day, then they started this whole stuff about me in the movie. I can’t really comment on that at the moment, but I would be honored to be in that movie. I would be crazy honored to be in that movie. It would be this very amazing kind of kismet, serendipitous, roundabout way of being about to play the role as well. I have no intention of not acting. I’m constantly going for the roles that I can get and that I’m passionate about. It’s kind of one hand feeding the other. I think the more I can succeed in my acting career, the more exposure that gives to myself and therefore Nerd Machine. So I’m fully trying to do that. And I’d love to direct more in the future. It’s got to be the right project at the right time."

In the meantime, Levi is wholly focused on making Nerd HQ 2012 even bigger and better than its predecessor. "I just believe that we have a really limited amount of time on earth to strive for excellence and make special things, whatever this is. Whether it’s a piece of art or your vocation or an event like this, I just want it to be special. I just want it to be unique and one-of-a-kind. I feel like we accomplished that last year and I hope that we’ll be able to this year," he said. "I mean, it’s all for charity. I told Dave from the beginning, 'Dude, the most important thing about Nerd HQ is the Conversations.' I want the fans to come and hang, the talent to hang. I want great video games and tech and a really fun environment. At the end of the day, what we get to walk away with is, 'How much money did we give out to helping change lives forever?' Because everyone can go, 'Wow, that was over four days. Imagine if you’d done it over a week or imagine if we had a bigger audience,' or whatever. So we’re trying to do as many panels as we can and fit as many people in them as we can without losing the intimacy and the uniqueness of what they’re about."

San Diego Comic-Con and Levi's Nerd HQ run from Thurs., July 12 to Sun., July 15. You can check the availability of Nerd HQ's Conversations for a Cause here.

Related on HuffPost: