Built in 1981, the Las Colinas Equestrian Center was the pride and joy of Ben Carpenter. Over the years, the property fell into a genteel state of disrepair.
Built in 1981, the Las Colinas Equestrian Center was the pride and joy of Ben Carpenter. Over the years, the property fell into a genteel state of disrepair.
Mark Graham


It is the last Saturday night in May, and several hundred "velvet-heads" -- the fans, owners, and trainers of hunter-jumper horses -- are gathered on the warped wooden bleachers of a show barn on Royal Lane in Irving. One by one, 30 or so high-strung horses enter the main ring at the Las Colinas Equestrian Center, eyeing the crowd and the 14-jump course nervously, prancing, snorting, nostrils quivering.

Even in soiled breeches and blue jeans, the audience for this event, the highlight of the Las Colinas Show-Jumping Classic, is an expensive-looking lot, sporting luxury watches and clutching high-dollar purses as they thumb through programs. A few snicker at the ads touting Las Colinas as the "Southwest's foremost equestrian facility." Many once trained or rode here in the facility's heyday, and they are quick to spot what others might overlook: the dust and haphazardly patched wiring, craters in the flooring, the inactive fly-spray system, the four enormous nonfunctioning fans bolted to the ceiling.

They search to see who is here, who has a new hot jumper, who might be able to maneuver the course within the mandatory 80 seconds without knocking down rails.

As the evening wears on, their hopes are dashed, as first one, then another entry knocks down rails, refuses to jump, or finishes with time faults. The course is just too hard for the jumpers and riders competing, and the $4,500 first prize money is too paltry to attract top talent.

Upstairs in the glassed-in, second-story viewing lounge, Dr. George Jacob "Jake" Hersman barely seems to notice the competition below as he chats with representatives of the show's sponsors. Instead, the handsome large-animal vet migrates from table to table, working sponsors as if he owns the place. He practically does. Since 1992, Hersman and his partner, veterinarian Wes Williams, have been running the equestrian center under an agreement with the public utility district that owns it. In exchange for a small monthly payment to the district, Hersman and company have exclusive, 50-year rights to make whatever they can off the center -- as well as absorb all losses.

Now, it seems, Hersman is about to become the property's new owner. For three weeks in May, the Daily Commercial Record carried a tiny notice that the Las Colinas Equestrian Center was to be auctioned. On May 20, the bids were unsealed, and Hersman and his newest financial partners, architect Bill Dixon and developer Buddy Jordan, were high bidders. Thanks to a series of deals at Irving City Hall, the partners soon may be permitted to do the one thing that has always been forbidden: develop the 43-acre property commercially.

As instructed by the utility district, they offered two bids: $1,062,000 as is, or $2,025,111 if deed restrictions limiting the property to "equestrian-related uses" could be finessed.

The show over, the crowd files toward the exits. A few check their own horses, picking their way through potholes and standing water in the facility that was once the pride of Las Colinas. A few renegades walk through the barn, smoking; there are no guards around to stop them. A handful of mothers with young daughters wander through the main barn, petting the noses of $125,000 thoroughbreds and $150,000 imported warmbloods.

The sponsors gather souvenir mugs and T-shirts imprinted with Las Colinas Grand Prix logos from years past. On the wall, posters from the early '90s document the downward spiral of prize money, reminders that this was once a $50,000 event. Along the hallway, sponsors walk by photos of past winners, legendary names in the horse world who once came to Las Colinas to show.

"It's sad, but it's never going to be a great facility again," says Philip DeVita, one of the dozens of trainers who once operated out of the center but have since moved on. "It's just a white elephant."

The decline of the equestrian center in many ways parallels the history of Las Colinas. Both began as the grandiose, impractical dream of Dallas developer Ben Carpenter. Both flourished in the real estate boom of the early '80s and fell on hard times during the bust. Now the property is at the center of a fight involving the city of Irving, an obscure municipal utility district, a New York teacher's retirement fund, and a herd of squabbling horse folk. While that battle wages, the equestrian center quietly sits, falling into disrepair and waiting for someone to restore its faded glory.

Jake Hersman wants to be that someone. Depending upon whom you ask, this makes Hersman a hero or a villain, a visionary or a fool.

The story of Las Colinas is a classic Texas tale, as old as Giant and as fresh as last week's made-for-TV-movie. The development is the brainchild of Ben Carpenter, son of John W. Carpenter, one of the grand old men who ran Dallas from the '20s until the '50s and '60s. The "old man," as John W. is still known, made money in real estate and ranching, but most of all in insurance and financial services. His company, which became Southland Financial Corp., had headquarters downtown in its own building on Olive Street, which now houses the Adam's Mark Hotel.

Ben, the son, now himself a septuagenarian, got his start in real estate in the early '50s. At the time, Irving was a blue-collar town located mostly south of Highway 183. Ben Carpenter and his partner redeveloped the slums north of the highway, stretching Irving toward the family ranches, which were located on black bottom land between Highway 114 and LBJ Freeway, in the flood plain of the Trinity River. In the early '60s, Carpenter began to build houses on a chunk of family-owned land near the University of Dallas. He was just about to sell the bulk of his ranch to Mobil when construction of DFW International Airport was announced. Carpenter ditched the deal with Mobil and, in 1968, began to develop Las Colinas in earnest.

His vision, reclaiming the shifting soil in the Trinity flood plain, was considered folly by some. But Carpenter planned to create a mini-Tennessee Valley Authority of waterways, reservoirs, and pumping stations. In 1972, he convinced the Texas Water Commission to create a municipal utility district, later named the Dallas County Utility and Reclamation District (DCURD), which would issue bonds and levy taxes to build and maintain Las Colinas' infrastructure.

Carpenter intended to run Las Colinas in a high-class manner, and to that end, he built in a number of deed and use restrictions. Everything from architectural styles to land uses had to pass strict architectural and homeowners' committees. Carpenter planned a series of hoity-toity amenities to accompany his high-dollar houses, among them two country clubs, a sports club, and in 1981, the Las Colinas Equestrian Center.

Carpenter's daughter Elizabeth rode hunters and jumpers, and he intended to build nothing less than the premier horse facility in this part of the country. One of Carpenter's architects, who knew little about horses, designed an impressive but unwieldy structure with vaguely Mediterranean architecture and monumental neo-Egyptian columns. Never a practical building, the builder and architect overlooked the simplest things, like convenient places to store hay and compost manure. Architects and trainers say the barn was installed facing exactly the wrong direction to catch crosswinds; instead, four 20-foot fans bolted to the 50-foot ceilings would suck out hot air. DCURD Operations Manager Jacky Knox concedes that throughout the life of the facility, the fans have worked only intermittently.

"It was a facility only an engineer could love," says David Glass, an architect for Prentiss Properties who plays polo at Las Colinas and has stabled horses there. Glass and a partner, Richard Hoag, who runs a small oil and gas exploration firm, were among the losing bidders for the center, which they would like to see remain devoted exclusively to boarding, polo, and horse shows. Glass and Hoag are convinced that these activities can pay for the facility. They also believe that, because of Hersman's management agreement and his control of the center's books and records, Hersman and his investors had an unfair advantage in the May 20 auction.

What is clear is that, from the start, the Las Colinas Equestrian Center has generated controversy -- not to mention a pain in the keister for whoever has tried to run it.

"The equestrian center has always been an exercise in managing conflicts," says David Brune, picking his words carefully.

Now 69, Brune, president and chief executive officer of DCURD, started as a vice president of Southland Financial in 1979, when Las Colinas' landmark bronze mustangs and the office buildings and the ritzy hotels and the canals were all still in the planning stage. Brune was Ben Carpenter's protégé, and he became a director of DCURD in 1981, the year the equestrian center was built. He didn't become intimately familiar with the property, however, until 1984, the year DCURD acquired it. From 1981 until 1984, the Las Colinas Corp., Carpenter's development company, ran the center. The company owned the land at Las Colinas and planned, marketed, and built the development -- from the lakes to the office buildings to the homes and pumping stations, even the mustang sculpture at Williams Square.

"It was always contemplated that at some point the [Las Colinas] Corp. would go out of business," Brune says, explaining how DCURD ended up with the center. "And Mr. Carpenter came under pressure to get rid of the property." Southland Financial, which owned Las Colinas Corp., was losing money, and the equestrian center was a significant point of hemorrhage. At the time Carpenter quietly donated the center to DCURD in 1984, Brune recalls, the facility was losing about $500,000 a year. DCURD records show that Carpenter and Brune didn't want it widely known that the facility had changed hands, perhaps because it was such an unlikely "gift." Yet DCURD took it, perhaps because Carpenter controlled the district's board, which was elected each spring in uncontested races by a handful of voters who resided in the district: chiefly, the Carpenters and their ranch hands.

Carpenter's present to DCURD came with a number of strings attached. The property was to be an equine facility forever. If it ever ceased to be used for horses, ownership would revert to his company.

From 1984 until 1992, DCURD ran the center and attempted unsuccessfully to stop the bleeding. Horse folk remember the period as a golden era. Anyone who could pay boarding ranging from $350-$850 a month could stable an animal. Lawyers, hairdressers, CEOs, socialites, and strippers kept their animals side by side.

"I bought a horse in the fall of 1984," recalls Jim Moore, a managing director at Merrill Lynch. "The equestrian center was so successful I had to wait from October until January to get in. It was clean, and it was safe when DCURD had it."

But DCURD's files suggest the place took more than its fair share of attention. "It was always management-intensive," Brune says. Others put it less delicately. "It's just sad. The place was always...in turmoil," recalls Elizabeth Carpenter Frater, Ben Carpenter's daughter, who once rode there and also ran the tack shop. Like any unregulated luxury business where anyone can become an "expert" and customers have money to burn -- the art world comes to mind -- the horse business attracts more than its share of charlatans, and its denizens are famously disputatious. At one time or another, some of the best-known hunter-jumper trainers in North Texas have headquartered at the equestrian center, only to leave in a huff or be tossed out.

Still, in an endlessly escalating real estate market, DCURD might have quietly subsidized the place forever. But in 1986 came the seven-year real estate and banking trough. The last office building in DCURD's portion of Las Colinas went up in 1988; by 1989, the Carpenter family empire was teetering on the brink of bankruptcy. At the last minute, a number of investors headed by the New York-based Teachers Insurance & Annuity Association of America staved off foreclosure of the Las Colinas properties, pumping $289 million into the Carpenters' Southland Financial Corp. The Carpenters and their new investors formed a partnership to operate and develop the undeveloped portions of Las Colinas. The Carpenters continued to manage both Las Colinas and DCURD -- a state of affairs that wouldn't last for long.

Jake Hersman's gold Chevy truck is parked in front of his lawyer's office, a small storefront in Denton. Inside, Hersman and his lawyer, William Wood, wait.

"The reason I have to be here is because of the litigation," says Wood, who introduces himself as "not only [Hersman's] lawyer but his friend." Wood frequently finishes his client's sentences and is quick to fill gaps in the timeline when Hersman loses track.

Hersman, 44, is a short, dark, somewhat shy man with a bushy mustache and bright blue eyes. Possessed of big dreams, a cast-iron skull, and enormous charm, he resembles a smaller, slicker version of the Marlboro man. He was raised on a Denton-area ranch and attended Oklahoma State University on a football scholarship. When an injury ended his football days, he transferred to Texas A&M, where he graduated in 1980 with a veterinary degree. He spent two years in Miami, working on high-priced show horses and racehorses before he moved to Argyle, Texas, and set up his own clinic, which he sold in '89.

In January 1990, he presented DCURD with a proposal to open a veterinary clinic on a small corner of the Las Colinas Equestrian Center. DCURD was delighted. Carpenter had long envisioned putting a "first class" veterinary facility across Royal Lane and had even had DCURD option a $3 million piece of property for that purpose during the mid-'80s. Now here was Hersman, proposing to finance the whole thing at minimal cost to DCURD.

Hersman received an 18-year lease for $1,300 a month. Along with veterinarian Wes Williams, he built the 4,000-square-foot Las Colinas Veterinary Clinic. He paid his rent on time. He was low-maintenance. DCURD considered him a model tenant.

He soon set his sights on the equestrian center. Hersman had long dabbled in real estate development, and he knew that DCURD, in his words, "wasn't having a real fun time" managing the center. He says he can't recall who approached whom, but that by 1992, "we both realized there was potential" for Hersman to run the center.

His timing couldn't have been better. In 1992, Teachers Insurance fired the Carpenters' management companies and brought in new managers; the Carpenters, in turn, filed suit against their investor-partners, claiming they had been hoodwinked into giving up control of their properties. The investors also sued, claiming that Las Colinas was an economically troubled development still suffering the effects of the Carpenters' free-spending ways. In the end, the Carpenters lost control of DCURD as well as their development, settling the lawsuit by selling their interest in Las Colinas to Teachers Insurance for an undisclosed sum.

The new managers brought in by Teachers Insurance instituted cost-cutting measures. In 1992, they told DCURD to shut down Las Colinas' vaunted people-moving tram system, and they put pressure on the district to get rid of the deficits at the equestrian center, which were averaging more than $107,000 a year. (The cumulative deficit during DCURD's management had climbed to $861,000.)

"You have five ways to make money there," Brune explains. "One, board horses. Two, train horses. Three, give lessons. Four, hold events. And five, sell things, which relates to the volume of people coming through the doors.

"We found out very quickly that the first three ways conflict with the last two. And I can tell you categorically that the only way the equestrian center can cash-flow is to hold events. So we made a concerted effort to get the number of events up, and that would have involved investing in infrastructure, which would in turn have created a whole new set of conflicts."

Brune, looking around for someone to take the center off his hands, focused on Hersman. Hersman's offer to put money into improving the premises sealed the deal.

In October 1992, Hersman and company became the new managers of the property, signing a 10-year lease at $1,000 monthly rent. Hersman, who has testified in a lawsuit that he had never run an equestrian facility, and who had little knowledge of the business end of the hunter-jumper world, clearly had no idea what he was getting himself into.

He learned quickly when the trainer at the facility quit and emptied most of the barn with him. "There have been two or three of those mass exoduses," Hersman now says with a laugh. He turned to a friend, Philip DeVita, who was training horses in Florida. In 1993, DeVita agreed to move his business to Las Colinas.

DeVita had a hard time making a go of it. "I wouldn't work for Jake and Wes," DeVita recalls. "I said the only way I'd do it was to lease stalls and run my own business." Unfortunately for him, others had the same idea. To bring in additional revenue, Hersman let part of the barn to another trainer, Linda Tedesco, who ended up subletting her half to two more trainers. Soon, Hersman had four trainers occupying the barn, and by late 1995, he was negotiating with the polo club to bring them in too.

"In an ideal sense, it was pretty cool," Hersman says, "because any client could walk into the barn and get what he needed. But there were too many egos involved." Trainers who were there at the time say they tangled over issues ranging from who earned commissions on horses to who gave lessons. The trainers began issuing ultimatums: who had to go, who could sell horses, who had first shot at customers walking in the door.

"People weren't filtering through and getting to me," DeVita recalls. "Either you have to control the whole thing, or it's a nightmare." In June 1995, he called it quits.

Hersman admits it was a lot of hassle for the money. DCURD's records show that while the equestrian center grossed nearly $1 million some years, Hersman was losing a few thousand dollars some years and netting no more than $30,000-$40,000 others.

In October 1995, he attended a veterinary seminar at the Kentucky Horse Park, a show and tourist facility run by the state of Kentucky. The experience started Hersman's wheels turning: What if he could turn the Las Colinas Equestrian Center into a horse-based theme park? He decided to tear out the east wing of the main barn and replace it with a restaurant, bar, and viewing lounge, which he would rent out to corporations during horse shows and on weekends. The west wing would continue to be a barn.

DCURD agreed to change Hersman's lease to permit him to run a "corporate entertainment facility" on the property. Hersman and the utility district entered into a 50-year management agreement that gave Hersman, in essence, the right to do as he wished with the property and take all the revenue -- or lose his shirt. In exchange, Hersman would pay DCURD an amount that escalated from $1,800 a month in the early years to $6,250 a month in 2036.

Hersman decided to divest himself of the boarding, training, and lessons headaches by selling these to Tedesco, who paid him $20,000 cash for the exclusive right to give lessons. She also leased half the barn, with an option to take the other wing. Tedesco knew what Hersman was planning for the property, but says she took one look at those plans and thought it would never happen. "I knew he'd never get approval," she says.

She severely underestimated Hersman's resolve. He prepared a business plan for the facility he intended to call "Mustang Ranch." It was a study in utterly inconsistent uses. It proposed turning the facility into a horse-themed tourist venue that would compete with Southfork Ranch. Hersman planned not only to hold horse shows on the property, but concerts, basketball, softball, swimming, hayrides, corporate parties, and even weddings -- all on a 43-acre facility, and all at the same time.

Horse folk who saw the plan still howl. "He's a dreamer," DeVita says, laughing. "Jake has these visions, and if he could ever get them processed and together, who knows?" But the more he was questioned, and the more people smirked, the more Hersman seemed determined to see it through. "You tell Jake he can't do something," says one person who has worked for him, "and he's determined to prove you wrong."

The boarders, meanwhile, had axes to grind with Hersman and company. For some time, they felt, routine maintenance on the facility had been ignored. Tensions ratcheted up when Hersman began constructing new veterinary facilities, both at Las Colinas and at the new Lone Star Park. Whispers went around the barn that it was being done out of the equestrian center cash flow, that Hersman was putting their beloved animals at risk. Hersman denies this.

Certainly, Hersman never ran the place with the Carpenters' aplomb. When he erected additional show stall space, he did so cheaply, with materials that would never have passed one of Carpenter's beloved architectural review boards. Maintenance turned out to be a major issue with Tedesco and the boarders.

All came to a head in May 1996, when Hersman decided it was time to tell the boarders that they would be contending with major construction. He sent out a letter claiming he was building a "first class" facility and that he "someday hoped to host the Olympics" in the new space.

He might as well have lit a match in the hay barn. The boarders, who had visions of drunken middle managers and wedding guests wandering into the stable and feeding hors d'oeuvres to their $50,000 show horses, were not amused. He received an avalanche of sharp replies accusing him of trying to "flimflam" them. Notes of horsey class bias crept into the equation. Hersman, whose main experience with owning and riding horses was as a roper, didn't mix well with the boarders, and vice versa.

"When Dr. Hersman got the contract, there started to be all these western shows," says Jim Moore, echoing a common complaint. When Hersman brought in ropings, cuttings, and -- heaven forbid -- barrel racers, discreet calls went in to the health department, the fire marshal, city code inspectors.

A group of boarders, led by Moore, hired a lawyer and demanded meetings with Hersman and DCURD. Bill Allen, then chief executive officer of La Madeleine restaurants, happened to board a horse at the center. He offered to look at Hersman's plans. Allen issued a report pointing out that Hersman had no budget for grease traps, restrooms, or security.

The construction never commenced. Everyone thought the problem -- or perhaps the solution -- had gone away.

They were wrong.

Ever determined, Hersman simply continued his search for $1 million in capital. Indeed, his management agreement with DCURD obliged him to begin construction on the east wing of the barn by spring 1997.

By March 1997, Hersman and Williams, his fellow veterinarian and longtime partner, had a set of investors willing to consider pumping $600,000 into the "Mustang Ranch." Hersman began making preparations to tear out the east wing. The boarders got wind of what was afoot and threatened suit once more. Tedesco, who was occupying the stalls Hersman wished to tear out, consulted her attorney, who apparently noted that Hersman had offered Tedesco an option to lease both halves of the barn. Tedesco gave notice she was exercising her option and taking the entire barn.

Along the way, someone called Ben Carpenter, who set up a meeting.

"I took Dr. Hersman up to the [Carpenters'] ranch," Brune recalls. "Ben Carpenter gave his interpretation of the language [limiting the property to equine uses]. And as far as I was concerned, that put a damper on Mr. Hersman's plans."

Hersman remembers events differently. "In my opinion, [Carpenter] knew everything that was going on the whole time," he says. "He didn't say 'Don't do the plan.' He said, 'Modify the plan.' It was the litigation [with Tedesco] that put a pall on the plans."

Hersman sued to evict Tedesco, who had stopped paying rent. Tedesco countersued, alleging that Hersman was in violation of his contract with DCURD. She also sued DCURD to force them to contract directly with her.

In November, Hersman obtained an order evicting Tedesco from the property, and he asked some of the more troublesome boarders to leave. At the same time, it seems as though he almost went out of his way to irritate the remaining boarders. He leased the cross-country course to the local Land Rover dealership, so homemakers and doctors could learn to drive their $65,000 sport utility vehicles in low range should they ever make it out of the city limits. Unfortunately, he neglected to tell anyone. When the remaining boarders headed out on trail rides one weekend, they found themselves coming face to face with 7,500-pound SUVs. "You'd be riding your horse on the trail," recalls one person, speaking on condition that he not be identified. "And then all of a sudden -- whoosh -- here come these bozos with all four wheels in the air."

Hersman attempted to schedule softball tournaments. He held cattle events. Most important, he let the barn sit half empty and sued Tedesco for $17,000 a month in rent.

The case will be tried this August.

Throughout the boarders' revolt, Brune and his assistant Jacky Knox were called in to mediate. They got rid of the Land Rovers and squelched the softball; they met with the boarders and promised to resolve some of the maintenance problems; they soothed Hersman's ruffled feathers.

But Brune and DCURD had their own problems. In 1999, the district was scheduled to make a hefty repayment on its bonds. Its tax rate also jumped, compounding an existing problem. The planned development of remaining land in Las Colinas had long since stopped, in part because of what lenders and tenants see as the extraordinarily high tax rates in the district. Some 40 percent of Las Colinas' original 12,000 acres -- 4,800 acres just west of LBJ freeway and north of Highway 114 -- remain undeveloped. Most of that, some 3,390 acres, are within DCURD's taxing authority, along with about 30 disgruntled property owners. DCURD wants more development, which would create more tax revenue to pay off the bonds. The existing property owners would like to have fellow taxpayers to help spread the burden.

DCURD looked around at what it might have to sell and lit upon the Las Colinas Equestrian Center. In March 1998, DCURD invited sealed bids. They got one bidder -- Hersman, who offered $350,000 for the property as is.

DCURD declined the offer.

Hersman, meanwhile, continued to pursue his Southfork-on-the-Trinity dream. According to several people who heard his pitch to investors last fall, he envisioned putting a small western town on one side of the arena, complete with shootouts, hayrides, and a blacksmith forging iron for visitors.

In the fall of 1998, DCURD and the Las Colinas Land Limited Partnership, which succeeded Carpenter's development company, approached Irving about creating a tax-increment financing district (TIF), a special tax zone that would permit DCURD to finance development with future taxes. Without it, they said, the future of not only DCURD but Irving itself looked bleak. Las Colinas constitutes some 60 percent of Irving's tax base. And, in the parlance of real estate agents, the area was looking at the prospect of "negative absorption" -- that is, losing taxpayer-tenants.

The alarm was audible at Irving City Hall. On December 22, 1998, the Irving City Council passed an ordinance creating a TIF encompassing all 3,390 of DCURD's acres.

DCURD and the Las Colinas Land Limited Partnership presented the newly created TIF board with a plan to spur development in the parts of Ben Carpenter's dream that still lay in Johnson grass and mesquite trees. DCURD would keep all new tax revenues from the next 20 years of development. In exchange, DCURD would transfer to Irving assets that it valued at $134 million.

One of them, valued by DCURD at $1.6 million, was the Las Colinas Equestrian Center.

In December 1998, Irving officials toured the facility. Hersman went all-out. "He was so excited, he had the carpets cleaned and lunch catered," says one person, who asked not to be identified. "He even had floral arrangements brought in." In an effort to make the place look lived-in, Hersman put together a group of riders, and when the VIPs arrived, they saw people happily on horseback.

But in January, city employees and DCURD say, the city looked at the books and saw Hersman's 50-year management contract. They read it over, including the buy-out provision requiring that, in order to terminate the agreement, Hersman would have to be paid four times the last year's gross revenue -- an amount they figured to be in excess of $2 million, or more than the value of the property itself.

The city told DCURD thanks for the "asset," but no thanks.

The TIF board, meanwhile, was holding a series of meetings at which the public insisted they wanted no part of the center or the TIF plan itself. Opponents charged that DCURD's assets -- which included, in addition to the equestrian center, the remnants of the people-mover system, the mustang sculpture at Williams Square, and the canal system -- were arguably not assets at all, but liabilities.

During bitterly contested May city council elections, anti-TIF candidates turned out three pro-TIF incumbents.

The city, DCURD, and the Las Colinas partnerships went back to the drawing board. Earlier this month, the city's TIF board came up with a scaled-back proposal, which would transfer a limited number of assets -- including the bronze mustangs but not the equestrian center and its flesh-and-blood horses -- to the city in exchange for $55 million in future tax revenue from new development.

The Irving City Council is expected to vote on the new TIF proposal early next month.

DCURD, ever anxious to rid itself of the equestrian center, again invited bids. This time, however, the bidders were to specify whether their bids were "as is" -- that is, with restrictions in place -- or whether their bids were with use restrictions removed.

In other words, DCURD was willing to help the purchaser remove Ben Carpenter's restrictions limiting the property to "equestrian uses."

Once again, Hersman was the high bidder. This time, however, he had help: Architect Bill Dixon and developer Buddy Jordan, both well-known and politically wired at Irving City Hall, heard the property was in play and that the deed restrictions might be lifted to permit other uses, such as office buildings or schools. They approached Hersman, who says he thought their ideas about the property were "interesting."

"I don't think Hersman had ever heard of them until they approached him," Brune says. (Dixon and Jordan did not return calls asking how they hooked up with Hersman.)

DCURD's board took no action on the bids at its June 15 meeting. (They have 120 days from May 20 to accept or reject the bids.)

"Frankly, I would like to see DCURD accept the larger amount," Brune says, which would require changing the restrictions that limit the center's uses.

Jacky Knox says altering the various restrictions would require the approval of DCURD, Irving, and the Las Colinas Land Limited Partnership, as well as 60 percent of Las Colinas homeowners.

If all this comes about, Knox and Brune say Hersman and his partners plan to turn the polo field at the corner of O'Connor Road and Royal Lane into two office buildings.

As for the barn, most days it's a ghost town. Polo ponies drift in and out of the east wing, gingerly sidestepping huge potholes and the school barn, where they contend with gigantic rats. "We've got names for 'em," says David Glass, who lost his bid for the facility. "They're real friendly."

Only the hardiest boarders remain. Since December, their numbers have dropped from 41 to 25. The lesson program operates intermittently. The velvet-heads have, by and large, long since moved on. They come back every so often to show their horses and mourn the facility.

They haven't seen anything yet.

On a recent Tuesday morning, Hersman's latest group of investors stopped by to view the property. A delegation from North Hills School toured the center. They plan to put the library in the tack shop. One person, who heard Hersman's pitch to the school, laughed. "He said, 'The barn will look just like it does now, but there won't be horse heads poking out.'"

Hersman, meanwhile, has not given up on Mustang Ranch. "He thinks the school's going to give him enough money that he can build it onto the back of the arena," says one person who has seen the plans. The same person observes that, at this point, the only thing that can stop the train is an appearance by old Ben Carpenter himself, who may not have a financial stake in Las Colinas any longer, but who is, after all, Ben Carpenter.

Carpenter did not return phone calls for this story.

"It's such a typical Texas story," Glass says. "A whole lotta money and a whole lotta hardheadedness, and not much common sense."


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