It's the largest state fair in the nation -- with nonstop performers, more than 70 amusement rides, about 200 food booth and dozens of food and merchandise vendors.
Last year, Oprah Winfrey broadcast her talk show from the Lone Star State's fair while the winning food concoction -- deep fried butter -- fueled the opening monologues of David Letterman, Jay Leno and Conan O'Brien.
But the national exposure didn't translate into record-breaking crowds.
Officials blamed it on the weather: It rained on 14 of the fair's 24-day run.
Soon after hitting a 3.5 million attendance mark in 1999, the State Fair of Texas stopped taking attendance. Instead, fair authorities track how much they bring in from the 50-cent coupons used on the carnival rides and at food booths.
The State Fair of Texas runs through Oct. 17.