Despite the heat, the dust, the crowds and the heartburn, the Kern County Fair attracts around 400,000 visitors each year.

And the people who run the fair know why we keep coming: To eat things like chocolate-covered bacon.

"That's the number one response in our surveys why the people come to the fair -- it's for the food," said Jeannie Burton, who supervises commercial vendors and concessions.

Burton said the survey results show the carnival and the free entertainment are next in line for attracting crowds looking for an inexpensive good time. Fair attendance has averaged around 400,000 over the years, from a high of 417,000 in 2003, to about 385,000 last year, and visitors spend a lot of money while they're on the grounds -- more than $4.3 million last year.

"That's why we have so many free areas of entertainment and things to do that are free," Burton said.

Name entertainment this year skews toward an older demographic, with veteran acts such as The Pointer Sisters, Tower of Power, 38 Special, The Spinners, Aaron Tippin, a Van Halen tribute band, and others at the Budweiser Pavilion. Spanish-language entertainment at La Villa Festiva includes mariachi, folk ballet, banda and other groups, many of whom are local entertainers.

Admission prices have held steady for the last five years, at $8 for adults, $4 for ages 6-12, and free for children 5 and under. Parking costs $5. Discounts abound but have been tweaked this year to reflect new fair manager Mike Olcott's plan to increase community involvement.

"When I took this job, I really wanted to give back to the community," said Olcott, who became the fairground's CEO and general manager in January.

Olcott said the opening day price break window has been changed to a canned food drive -- "Feed the Need" -- from 3 to 9 p.m., offering free admission for three canned food items. Active and retired military receive free admission throughout the fair, and there are discounts and passes for donors to the Houchin Blood Bank, qualified students under the Young Readers program, senior citizens 55 and older, as well as advance ticket purchasers.

Olcott said he is trying to get representatives from the oil industry, agriculture, the military and other industries to participate more, especially by offering interactive exhibits, and is recruiting from all over the county, including China Lake, Boron and other communities.

"Something to educate the children and see what we're all about here in Kern County," he said.

Those not distracted by all the activity may notice that many of the buildings look fresh. Olcott said one of his priorities was to repair and upgrade the facilities, particularly in the livestock area.

"The infrastructure was failing -- I think it was old, so we had to update it," said Olcott, who ran down a list of improvements like painting and repairs to some of the barns and stalls, the arena, announcer booths and grandstand concessions.

Visitors will find that a wi-fi system has been installed for year-round use. Some new amenities include a weekend farmers market provided by Murray Farms, and concession stands selling watermelon, orange juice and lemonade.

With so many visitors, the fair is a huge attraction for commercial and not-for-profit businesses. Burton said there are 300 exhibitors and 87 concessionaires at the fair, selling or showcasing things like home-improvement supplies, jewelry, food, artwork, housewares, travel, community services and more. Burton said concessionaires pay the fair 25 percent of their net earnings, and exhibitors pay $1,000 per booth for the 12 days at the fair.

"We do try and keep it where we're not overlapping on similar products so (the exhibitors) maintain an advantage," Burton said.

Among the new attractions this year is the Wiener Dog Nationals -- dachshund races -- which will be held at the Bolthouse Pavilion on Sept. 22. The Bulls and Bikes Bash, on Sept. 21 and 22, is a competitive event, with bull riders competing for $20,000 in prizes, and 10 motorcyclists replacing cowboys in a barrel race. The event, which takes place in the grandstand arena, has a separate admission of $8 for adults, $5 children 12 and under. The Oregon-based Knights of the Realm will re-create a medieval jousting tournament, complete with castle, in the grandstand arena on Sept. 25. That event is free. The SPCA will host two adopt-a-pet days on Sept. 24 and 25.

Past the food and attractions is the heart of the fair, the junior livestock show, where students get to show and sell animals they have spent the year raising. Livestock supervisor Katie Stotler said student participation is up this year.

"You go through cycles like that," Stotler said. "Kids graduate and the younger ones finally get old enough to start exhibiting."

In June, the fair announced it was taking over the management of the auction, which caused some controversy, not only for the change but also for its abruptness.

"There were a lot of stories that there wasn't going to be an auction, or each barn was going to have its own auction," Stotler said.

Olcott said the auctions and other livestock functions will operate as they always have, though the fair has instituted a change in how the students are paid. Each animal usually has more than one buyer, so the fair is attempting to streamline the process by getting the money to the students as it comes in, rather than waiting to cut a check for one lump sum, Stotler said.

"So instead of one or two checks, they may get several."

The change gives the livestock participants a higher degree of certainty about being able to sell their animals, Olcott said.

"(They know) it's all spoken for; the money's there," he said.