A Look Back: How Arlington Became an Entertainment Destination

Published on February 07, 2025

Arlington Downs Racetrack. Photo courtesy of the Library of Congress

Entertainment options in Arlington today run the gamut from sprawling amusement parks and professional sports to live music and theater.

But, once, Arlington’s claim-to-fame focused on Las Vegas style entertainment, the town hosting both a casino and a horse racing track. 

The horse racing track, Arlington Downs, was legal. The casino, the infamous Top O’ Hill Terrace, was not, but somehow survived and prospered for two decades regardless, the occasional raid doing no harm.

Why would both be in Arlington? It was the three Ls cliché—location, location and location. Not only was the city nicely placed midway between Fort Worth and Dallas, the fabulous Bankhead Highway, U.S. 80, ran right through the middle of town and directly past the gates of both the gambling enterprises in an era when Interstate 30 and Interstate 20 did not exist. Both the Texas and Pacific Railroad and the Interurban electric trolley offered convenient nearby proximity stops in a confluence of easy transportation access.

Millionaire rancher and oilman W.T. Waggoner built Arlington Downs in 1929 before persuading the Texas Legislature to legalize parimutuel betting, which it did for a while until after the influential Waggoner’s death.

Top O’ Hill Terrace owners Fred Browning and Benny Binion built the casino in 1929 just as the Texas oil boom produced a new-money crop of millionaires thirsty for action at roulette, poker or blackjack tables.

Million-dollar-weekends were not uncommon at the track, which featured day racing. The night belonged to the casino, which would often have $100,000 earning nights in the midst of a depression. Profitable or not, the Legislature ended parimutuel wagering, while political pressure and public opinion eventually shut down the casino, the site now—in something of an oddity—the site of Arlington Baptist University, itself an interesting site to visit.

The fact that Arlington’s location was ideal for hosting big, regional attractions did not escape the attention of either entrepreneurs or city leaders like former Mayor Tom Vandergriff, or real estate developer Angus Wynne Jr., the latter opening the original Six Flags Over Texas Amusement Park in 1961 as a compliment to the Great Southwest Industrial District. The park boomed, its success no doubt contributing to other regional entertainment entities that would arrive later, including the Dallas Cowboys, Texas Rangers, Arlington Renegades, Texas Live! and Hurricane Harbor—entertainment amenities now attracting more than 15 million people annually.

The Arlington of today, with approximately 400,000 residents, is far larger than the 4,500 population of the Arlington Downs era, offering vast entertainment and cultural opportunities beyond the city’s mass attractions. People flock to Arlington’s arts, music and culture scenes. Those run the gamut, from stage performances at Arlington Theatre to live music such as Symphony Arlington, Arlington Music Hall and Levitt Pavilion, to popular exhibitions at the Arlington Museum of Art, the Fielder House Museum or The Gallery at UT Arlington.

The city’s evolving downtown, for instance, was originally surveyed by the Texas and Pacific Railroad in 1876 but has become an entertainment destination in itself with a variety of restaurants, live music venues, collegiate sports and popular watering holes.

Clearly the city’s entertainment possibilities are endless and growing.

This article was written by O.K. Carter, who served on the Landmark Preservation Commission.