FALCON HEIGHTS, Minn. - Minnesota State Fair, hats off to thee.

For the first time in its history, the fair has topped 2 million visitors, officials announced Monday.

The final tally? Drum roll, please ... 2,046,533 fair-goers.

Jerry Hammer, who rose from a 15-year-old state fair greenhouse worker to the fair’s CEO, says he once doubted he’d see 2 million in his lifetime.

“It was barely over a million and in those days state fair employees were counted,” said Hammer of the attendance when he started at the fair 49 years ago. “It's more than doubled in my time here.”

So how did they do it?

For one thing, better entertainment – and more of it free, Hammer says. “There’s 12 hours at every stage we have of continuous free entertainment.”

For another, food.

On a fairgrounds where 87 church diners once stood, only two remain. Meals are no longer viewed as a necessity, but reason alone to go to the fair.

“Now, it's been described as one of the biggest and best culinary festivals in the world,” the fair CEO says.

On Monday, fairgoer Alex Dang said she just had to come back a third time. “Really, you have to go a lot or you're going to miss out on all the food you want to try.”

Minnesota's population has grown too, with new immigrants who've also embraced the get-together.

Monday, at the Leinie Lodge bandshell, young Somali women danced among others of European decent.

“Whoever you are, whatever you do, doesn't matter here,” Hammer says. “Here we're just all celebrating each other.”

Lisa Baladi agrees. “I think it's just all around great people in Minnesota and we're so friendly and we like getting out doing fried food,” she laughs.

Hammer cites other factors, including improvement on the underused north end of the fairgrounds and an improved transit hub.

Finally, success breeds success, including a swell of international journalists spreading the fair’s reputation around the world.

“We don’t actually have a fair like this,” says Alexis Hotton, who spent all 12 days covering the fair for French television.

In 1955, the fair made a deal of welcoming its first millionth visitor.

“Late this morning someone said, ‘What are we going to do for the 2 millionth?’ And I said, ‘I haven't even thought about it,’” Hammer says.

He was too busy just keeping the fair awesome.