If you don’t mess with Texas, then you really don’t mess with the State Fair of Texas. When I told one person with whom I spoke for this story—a detractor of the country-fried nonprofit and the city’s loose oversight of it—that “I kinda hate going to the Fair,” the person stopped cold. “I’m criticizing the structure of the organization that runs it. Not the State Fair itself. The Fair is awesome. Are you even American?”

Fine. To keep my citizenship, I will love the Fair. I will love its fried foods and its exorbitant admission, concession, and ride fees. I will love the cheesiness of Big Tex and the drunkenness of 74 percent of fairgoers. But the organization that runs it will get nothing but skepticism from me.

Here’s the way it breaks down: the State Fair of Texas is a nonprofit that generates a lot of cash. Last year, it made $7.7 million on total revenues of $43.2 million. The Fair takes place at Fair Park, a 277-acre complex owned by the city of Dallas. A contract that runs through 2028 gives the State Fair the right to occupy and possess the entirety of Fair Park not only for the 24 days of the Fair proper (it begins September 25 this year) but for 60 days before the Fair and 30 days after, for setup and tear-down. Therein lies the problem.

Over the years, many studies and task forces have tried to figure out how to make better use of Fair Park. With the Fair claiming possession of the park for 115 days of the year, the art deco wonderland that is Fair Park can’t lease its buildings in a strategic—hell, even in a sensible—manner. Too, the Fair requires acres of concrete for fairgoers to park their cars—concrete that could be made into, say, a fantastic park. This could breathe life not only into Fair Park but also the largely destitute 70-plus neighborhoods that surround the park. It truly could be, everyone realizes, an economic engine that transforms one of the most neglected and historic areas of the city.

Most of the more than 40 studies and task forces over the years that have looked for a solution to this problem have had little teeth. Repeatedly they’ve said that improving Fair Park means changing the Big Tex-size gorilla that is the State Fair; repeatedly the recommendations have been ignored. That happens for three reasons. First, the Fair is politically powerful. Its 55-member board of directors has always been stocked with the city’s business elite, and the task forces studying the State Fair have largely been harvested from the same oligarchic fields.

The second reason that these task forces produce no results: the State Fair has 55 members on its board. It’s too large to foster any accountability. Someone else can always tackle the problem.

Third, the highly paid employees of the State Fair know how to fight change. Recently, Mayor Mike Rawlings commissioned a task force to look for ways to better use Fair Park. After the task force failed to offer meaningful suggestions, a disgruntled splinter group proposed a radical new blueprint to fix the State Fair and reinvigorate Fair Park and its neighborhoods. In short, it would restrict the Fair’s footprint at the park. Unofficially it is called the Di Mambro Plan, named for its lead architect, Antonio Di Mambro. After it was leaked, the backlash to a plan that dared suggest the State Fair change its ways was loud and angry. It was spun by the State Fair as a plan from developers and urban-planning eggheads who just want to pee in your cotton candy.

“This proposal,” wrote State Fair president Mitchell Glieber, “would effectively end the 129-year tradition of the State Fair of Texas in Dallas.”

My reasons for disliking the way the State Fair runs itself are not limited to its response to the Di Mambro Plan, but that’s a good place to start. I don’t want to carry water for the plan, because I don’t know if it’s the best solution for what ails Fair Park and its neighborhoods. But the plan’s chief backer, former Trammell Crow chairman Don Williams, has always said this is supposed to be a starting point for a conversation, not a plan to be adopted.

That discussion should go something like this: the claim that the Di Mambro study and its backers are targeting Fair Park is true only insofar as the State Fair damages Fair Park and its ability to become a fully realized public treasure. (D Magazine chairman and CEO Wick Allison said this back in 2010.) The State Fair’s footprint of 277 acres is enormous and outsize compared to similar fairs around the country. Leasing the park’s buildings year-round instead of emptying them every fall for the State Fair could help Fair Park make money and reimagine the educational and business functions of the entire area. It could reconnect the neighborhoods to the newly created green spaces of Fair Park and offer a chance for desperately needed amenities to improve quality of life. Expected development in this surrounding area would benefit the State Fair by turning it into a nonprofit whose cause is not simply generating cash to perpetuate itself, but to become integrated with the area and city in which it operates.

But the State Fair doesn’t care about that. Like all powerful, fossilized organizations, it wants to be left alone to do things the way it has always done them. Largely, as I said, that’s because the board is populated with a who’s who from the Dallas oligarchy. It is chaired by former Dallas city manager Richard Knight Jr., a longtime member of the Dallas Citizens Council. Before Knight, former city councilman Alan Walne was chair. Chairman of the board’s finance and auditing committee is Citizens Council member and Trinity River tollway overlord John Scovell. Dallas Morning News publisher James Moroney sits on the board, as does private citizen Mary Suhm.

But at least they can’t claim any direct benefit from keeping the Fair running as it always has. You can’t say the same for its legal counsel, whose family has been making good scratch from the State Fair for 34 years.

We know this because former mayor Laura Miller, when she was a reporter at the Dallas Morning News, wrote a 1985 front-page exposé on how the State Fair does business. Among many questionable practices (some of which are no longer relevant, since the State Fair has since changed its charter) included exorbitant annual fees paid to board member Russell B. Smith, who also acted as legal counsel for the Fair.

What did the Fair do in response? Double down, of course. By 2002, it was paying both Russell Smith and his son, Robert Smith—as well as paying an outside law firm for legal services. The firm: Smith & Smith. In an 11-year period from that point, son Robert averaged nearly $300,000 a year, and the total paid to the Smiths or Smith & Smith was more than $5 million. Most of this was first uncovered by KRLD reporter L.P. Phillips. This continues, of course: in both 2013 and 2014, the State Fair paid Robert Smith about $310,000 for legal services. Smith is a State Fair board member; and although the Fair does deal with lawsuits, insurance lawyers handle much of the work on specific cases. Phillips, in fact, found that the average expense for similar fairs around the country was about $160,000 a year to legal counsel.

Now, the State Fair can do what it wants. It’s not breaking any laws. It’s just a simple nonprofit, one that sucks the life out of one of the city’s greatest assets; one that only discloses “what is required to be made public by law, and no more,” as the State Fair’s PR person charmingly put it last year in response to Phillips’ findings; one that is run with minimal oversight from the city. If that all sounds kosher to you, then just ignore calls for change, and enjoy your corny dog.

Correction: An earlier version of this story contained an error about the genesis of the Di Mambro Plan, saying it resulted from a task force commissioned by Mayor Mike Rawlings. For a full explanation of the error, go here.

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