By Arizona's geologic standards, the Salt River gorge in Tempe isn't much. In fact, few people even notice it is there.

Flanked by the red-rock outcrops at Papago Park to the north and the twin buttes embracing Sun Devil Stadium to the south, the shallow gorge marks the narrowest point along the Salt River flood plain in the Valley.

It is here the Salt River reaches its greatest fury when upstream dams can no longer contain run-off from one of the largest watersheds in the world. And it is here Tempe wants to build a $1 billion commercial extravaganza: office towers, a shopping mall, a 500-room hotel-convention center and a Disneylandesque playground on the banks of a disposable lake carved out of the Salt River bed.

Tempe's grandiose Rio Salado Project completes a centurylong assault on the Salt River that began with the completion of Roosevelt Dam in 1911, that accelerated with the diversion of nearly all water from the river beginning in the mid-1930s and that will conclude with Tempe's planned artificial reintroduction of water into a sterile lake contained by a collapsible rubber dam.

Tempe's Rio Salado resurrects yet again a 27-year-old idea hatched by Arizona State University architecture students to put water back into the Salt River and to turn its banks into a vibrant corridor of parks, homes and businesses. While the idea is appealing, the impracticality of building on a flood plain and the daunting financial cost were too much for voters, who rejected versions of Rio Salado promoted by Phoenix in the 1970s and by Maricopa County in the 1980s.

Those votes have gone unheeded in Tempe, where elected officials have decided to plow forward with Rio Salado--this time without taking the project to the ballot box. In their relentless zeal to bring more business and money into town, some councilmembers have resorted to rewriting history to show widespread support for Rio Salado that never existed.

Tempe has cleverly sold the development scheme to the community as a recreational haven, but the clear goal is for Rio Salado to generate a cash cow for both the private and public sectors. To feed the cow, Tempe wants to return water to the river, but under completely artificial and highly controlled conditions.

Instead of the free-flowing river envisioned by ASU students, Tempe intends to impound water behind a 1,000-foot-long collapsible rubber dam to create a narrow, 1.5-mile-long body of water. Planners call it a lake, but it is really nothing more than a wide canal, complete with steep banks that will make exiting the water extremely difficult.

Like a canal, the water isn't meant to stay. Whenever upstream dams release water into the river, as they are doing presently, the rubber dam will be lowered and the lake will drain downstream, to be replaced by the river. The schizophrenic pattern of first a river, then a lake, then a river extends onto the banks, where grass lawns and shade trees will be interspersed with native desert plants.

Marking the center of Tempe's Town Lake will be a massive cannon shooting an arch of water, accentuating the profligate use of that resource by the project. Up to four million gallons per day will be lost to evaporation, irrigation and seepage--but no swimming will be allowed.

Before Tempe can accomplish what is nothing less than a flood-control engineer's wildest dream, a few other hurdles must be jumped, the biggest of which is money. Tempe, so far, has sidestepped the issue of who is going to pay for the estimated $30 million in infrastructure improvements still needed to build the 180-acre Town Lake. A few options--landing a long-term, low-interest federal loan or tapping into President Clinton's proposed infrastructure-improvement funds--are being bandied about. But even before the funding is in place, Tempe is ready to give a prominent downtown builder with close political ties to city hall exclusive development rights to build a $500 million residential, commercial and retail development on the banks of the lake. The development team chosen to undertake the project is something less than stellar. Bay State Milling Company, a flour-manufacturing company, has no real estate development experience, and its chief consultant has been connected with some of the state's biggest real estate misadventures, including Governor Fife Symington's Camelback Esplanade development. The other partner, Benton/Robb Development Associates, has a spotty success rate, at best. The company's biggest Tempe project, Hayden Square, was also built in conjunction with the city. Hayden Square now sits bankrupt and mostly empty on Tempe's busiest street.

If a lack of funding to build a lake useless for swimming so a bankruptcy-plagued developer can make the ultimate sales pitch (Overlooking a pristine desert lake . . .") isn't twisted enough, the whole project could also be wiped out in a day by a catastrophic flood.

The heart of the construction will occur on the north flank of "A" Mountain, at precisely the point where the Salt River once slammed its full force before turning west into the gorge. While Tempe points to a ream of government studies indicating the recently channelized riverbed can now handle the 100-year flood, considered to be 215,000 cubic feet per second, not everyone is convinced.

"A river is made to eventually overtop all dams and levees," says Dr. Troy Pw, professor emeritus of geology at Arizona State University. "That's the nature of a river. And the flood plain belongs to the river. If you don't believe that, just build in it."
@body:In February 1991, Steve Nielsen, Tempe's Rio Salado development director, told members of the city's Rio Salado Advisory Commission to expect a national response from developers seeking exclusive rights to the commercial corridor along the south bank of Tempe's grand waterfront.

But one year later, it became clear that no big developers were interested. The city extended the deadline for proposals by six months, but the only bid received for the commercial project was from a joint venture fronted by John Benton. Benton's partner in the development proposal is Bay State Milling Company, owner of the historic flour mill originally built in 1872 by Charles Trumbull Hayden. Bay State has agreed to fund predevelopment costs and include its land along Mill Avenue and First Street in the proposed commercial development. Bay State is also paying Benton an undisclosed retainer.

Lacking any real estate development experience, Bay State hired one of the biggest promoters of large-scale real estate developments in Arizona.

Now working out of the accounting firm of Coopers & Lybrand, James A. Chalmers headed his own economic consulting business, Mountain West, in the 1980s. His company put out reams of reports extolling the virtues of development in Arizona in the late 1980s--just as the market was collapsing. Chalmers also worked on commercial office zoning for Fife Symington in the early 1980s, when Symington was battling neighborhood groups opposed to the construction of the ill-fated Esplanade at 24th Street and Camelback.

Chalmers and Bay State have been working for five years to come up with a suitable development plan for the mill site, which occupies the most strategic location in downtown Tempe. The site is a crucial link between Mill Avenue and the planned lakefront development. Bay State also owns 15 acres of future lakefront property.

In Chalmers' view, Bay State has been in the driver's seat since the Rio Salado Project resurfaced once again four years ago. The company began searching for development partners in 1989, and after interviewing five potential players, it settled on Benton in 1990.

Benton was selected, Chalmers says, because he had an intimate understanding of downtown development projects and a close relationship with Tempe officials. The major issue facing the company in the early stages, Chalmers says, was to obtain a development agreement with the city.

"John had the experience and sensitivity to help us work our way through these issues, and essentially get us to the point where we are ready to contemplate the vertical development," Chalmers says.

While Nielsen was telling members of the Rio Salado Advisory Commission that they should expect more than one bidder for the development project, Chalmers says it was clear years ago the only real contender for the project was Bay State.

Once Bay State selected the Benton group, the die was cast. @rule:
@body:From his second-floor office in the Casa Loma Building, Benton has a commanding view of Mill Avenue stretching to the south. Benton has devoted much of his professional career to the redevelopment of downtown Tempe.

Dressed in tan shorts, running shoes and a blue work shirt, the 45-year-old ASU graduate in construction engineering appears to be anything but a developer. The term, in fact, is something Benton, who wears a neat beard and drives a Volkswagen Westfalia van, clearly doesn't like attached to his name. If anything, he sees himself as a businessman devoted to historic preservation.

For the last 15 years, Benton has played a crucial role in the makeover of downtown Tempe. Working closely with the city and aligning himself with longtime Mayor Harry Mitchell, Benton successfully rehabilitated the historic Andre Building, built in 1884, before taking on the Casa Loma Building, circa 1899, across the street. The two projects proved to be successful, and he was ready for a bigger redevelopment opportunity.

That turned out to be Hayden Square, which, ten years after it was planned, remains mired in bankruptcy and nearly devoid of retail activity.

The project started off well enough. In 1983, the city acquired 7.5 acres along the west side of Mill Avenue and entered into an agreement with Benton to build 95,000 square feet of office space and 118 condominiums. The city sold the property to Benton "at a reduced cost in exchange for the construction of public" facilities.

The Hayden Square project was hailed as a great example of urban architecture. The office space was 100 percent leased when the project was completed in 1988, and the condominiums, perched on top of a parking garage, sold quickly. But four years later, Hayden Square fell into bankruptcy, and ownership was returned to the lender. The primary tenant, America West Airlines, had plunged into bankruptcy first, dragging leasing rates down sharply. The 1990 recession then pulled the rug out from under many of the high-end specialty retailers who had set up shop in Hayden Square. The commercial and retail sectors of Hayden Square weren't Benton's only problem. An angry swarm of condominium owners has raised more than $140,000 to take Benton to court, alleging construction shortcuts he authorized are slowly destroying the condos.

The Hayden Square condominium project sits atop the roof of a parking garage. For the last six years, water has seeped through the roof of the garage, dripping on cars parked below and damaging their paint jobs. The association of homeowners asked Benton repeatedly to fix the leaks, but little progress was made.

Finally, last fall, the homeowners' association filed a lawsuit naming Benton and others after the company insuring the garage structure threatened to cancel its policy because of fears of possible damage to the integrity of the structure.

The homeowners complain Benton authorized substituting a rubber waterproofing membrane with a lower-cost waterproofing additive mixed into the cement. The subcontractors allegedly botched the application, aggravating the situation, according to David Leppert, a condominium owner who spent a year representing other homeowners in negotiations with Benton.

Homeowners are incensed that the city has selected Benton to lead its biggest development effort in history, while a relatively minor problem at an earlier project remains unresolved.

"I think John needs to clean up one thing before going on to another," says Leppert. "I feel like there are things there that are left undone."
Benton says the homeowners at Hayden Square have a legitimate complaint about the leaking garage. But he has filed suit against the subcontractors, and hopes to reach a settlement that will cover the cost of repairs at the condominiums.

Benton's most recent foray into the Tempe redevelopment arena was also a disaster. In March 1992, the city and Benton revealed a plan to build a 1,000-seat western-music center at Tempe Beach Park. The city put the proposal on the fast track, seeking rezoning of the property within 30 days. But opposition grew rapidly, and by the time a public hearing was held, a small army of opponents was ready to gnaw the eyes out of Benton and the city staff for trying to commercialize Tempe's oldest park.

The city and Benton quickly backed off the proposal. "I completely misread the community at large," Benton says. "It was a lousy idea."

Benton is now attempting to distance himself from the Tempe Beach fiasco, saying it was the city's idea to put the music center on the site. But his own development plans called it "ideally suited for corporate offices and a public arts-and-entertainment component."

Hoping to avoid another Tempe Beach ambush, Benton says he has aggressively circulated his Rio Salado development plan, dubbed Hayden's Ferry, to civic groups throughout Tempe. Tempe city planners also are promoting the project and Benton's development proposal, and giving tours of the area almost daily. "There is no organized opposition to the project," Tempe assistant planning director Dave Fackler says.

The project passed a milestone three weeks ago when the Tempe City Council approved an agreement allowing the city manager to sign an exclusive, long-term development agreement with Benton's group. The next step is to get water in the ditch, hopefully before the Super Bowl comes to Tempe in 1996.

While visions of the Goodyear blimp hovering above Sun Devil Stadium and sending images of Tempe's grand Town Lake to millions must excite Benton, the Hayden Square debacle lingers over him like an albatross. And like the sailors of old, who chanted and prayed for wind to fill their empty sails, Benton has resorted to convincing himself Hayden Square didn't fail.

"Hayden Square did work. Hayden Square is there. Hayden Square is working," he says in a mantralike response to the obvious question, "What happened?"
@body:The Rio Salado Project first came to life in 1966 when an Arizona State University architecture class under the baton of James Elmore began researching uses for the Salt River, which had all but vanished from memory, not having flowed since the early 1940s. Students were seeking ways to spur economic development along undeveloped land in the center of the metropolitan area.

They scoured the banks of the Salt River from Granite Reef Dam northeast of Mesa to the confluence of the Salt and Gila rivers southwest of Phoenix. In March 1967, the students presented their plan to return water to the Salt River and to build a series of parks, businesses and industrial areas along the entire 38-mile length of the river in the metropolitan area. The plan even included building a series of canals and locks that would link Phoenix with the Gulf of California.

"The primary consideration was to exploit this reservoir of valuable land that was already available in the heart of metropolitan Phoenix," says Elmore, who is now retired.

The class hoped development along the river would slow the leapfrog development that had already gripped the Valley in the 1960s. "We really thought that this was a way of keeping the cities in the heart of the metropolitan area instead of out at the periphery," Elmore says.

A year later, his students narrowed their focus to a proposed Rio Salado development in Tempe. "It was parks, commercial and residential development of different kinds all up and down the river," he says. The idea was presented to business and civic leaders at an all-day conference in 1969 at the Safari hotel in Scottsdale, where it was enthusiastically received.

But once in the hands of the private sector, the Rio Salado concept languished for years. Finally, the state legislature authorized the creation of the Rio Salado Development Commission to plan the project. In November 1987, the concept was put to a crucial test when Maricopa County voters were asked whether they would raise their property taxes to pay for building the series of parks and commercial and recreation areas.

With fears of flooding and anger over the prospect of having to clean up scores of private and public dumps strewn along the river bottom, the voters responded with a resounding "no."

The 2-1 vote against raising property taxes for Rio Salado killed the project--except in Tempe.

"We didn't see that as a vote not to build Rio Salado," explains Steve Nielsen, Tempe's Rio Salado Project development director. "We saw that as a vote not to use property taxes to pay for it."
@body:Tempe's Rio Salado has taken on a life of its own. Spurred along by Mayor Harry Mitchell and an eager development community hoping to cash in on a $1 billion bonanza over the next 20 years, construction of the project is a foregone conclusion inside the upside-down pyramid that houses Tempe's city hall.

Mitchell, whose $30,000 campaign-fund war chest is funded primarily by out-of-Tempe development interests, is the biggest booster of the project, but he isn't alone. Councilmember Carol Smith loves the idea so much she has allowed it to change history, at least in her mind. Smith, a hairdresser by profession, insists that "all the Tempe precincts voted yes" in the countywide 1987 vote. In fact, more than half of Tempe precincts voted against the proposal.

Needless to say, there is no ground swell among Tempe's elected officials to bring the question of Rio Salado back to the voters. Mitchell, who was first elected mayor in 1978, says the project has been presented informally to dozens of community groups and has been under the review of a citizens' panel for more than a decade. "Everyone loves it," he says.

Tempe's determined pursuit of Rio Salado led to the creation of a team of city planners ready to pounce on any opportunity. The golden moment came in the mid-1980s, when state officials were planning the path of the Red Mountain Parkway through south Scottsdale.

Tempe convinced the state it would be cheaper to jog the highway along the north bank of the Salt River rather than plowing through residential areas in south Scottsdale. The state liked the idea and rerouted the freeway.

Tempe didn't really care about the highway. It wanted the massive channelization project that would come with it. In order to protect the highway, the state would have to make sure the Salt River would stay in a deep channel. The Arizona Department of Transportation spent $20 million, and Tempe convinced the Maricopa County Flood Control District to kick in another $20 million for the project, which is nearing completion.

Channelizing the river will allow Tempe to reclaim 850 acres that had been subject to flooding and to transform an undefined riverbed into a manicured river course ready to be converted into a lake. The cost to Tempe was only $300,000.

While the Tempe version of Rio Salado includes parks, bike paths and wildlife habitats, it is clearly tilted toward massive commercial development.

The scale concerns Barbara Sherman, a former city councilmember who has all but announced her plan to run against Mitchell next year. "The healthy way to develop Rio Salado is on a small scale," she says. "People I have talked to believe it is much, much too large."

But city planners believe the first phase of the commercial development north of the buttes and east of Mill Avenue must be on the scale of Arizona Center in downtown Phoenix. By hitting a home run with a major development, the city could cover much of the projected outlay to maintain the lake, estimated at about $1 million annually, with tax revenues generated by the development.

But Tempe clearly wants more. The city wants to use the river to showcase its long-term goal of becoming a high-density, major urban center that would be an attractive headquarters for a multinational corporation. The Rio Salado developments, when completed two decades from now, would employ more than 7,000 workers working in a half-dozen office towers scattered along the waterfront.

Jobs are nice, but what the city is really after is money. City sales-tax revenue alone is estimated at $4.7 million annually by the time the project is done. But this is chump change compared to the huge escalation in real estate values. The city, by pumping in $30 million to build the lake, will turn now near-worthless land into a $100 million real estate oasis.

Rio Salado represents Tempe's last opportunity to hit the jackpot.
"It is really an economic lifeline for a fixed-boundary community," assistant planning director Dave Fackler says. "We cannot afford to let any part of the community sit there and rot."
@body:Picture a 300-foot-long balloon that, when blown up, stands 16 feet high. The surface of the balloon is covered with a rubberlike material that has a tough, ceramic shell. The material is so tough that a bullet will ricochet off of it, but so flexible that the balloon can be deflated in minutes. Now take the superballoon and place it between two cement piers anchored in the Salt River. What do you have? An inflatable rubber dam.

Tempe will need six such dams of various lengths to build Town Lake. Three 300-foot rubber dams will anchor the western side of the lake while three shorter dams will block off the eastern side. The western dams, to be located about 800 yards west of Mill Avenue, will rise to a height of 16 feet, the highest such structures in the world.

The collapsible rubber dam is needed to drain the lake in the event of a major water release from upstream reservoirs. Toward the end of a release, the dam could be reinflated to refill the lake. Such a dam is in use in California's Alameda County Water District, where two water-inflated rubber dams and one air-inflated rubber dam impound water on a flood-control channel that drains into San Francisco Bay.

The Alameda dam is about 250 feet long and 13 feet high. The water district raises and lowers the dam about ten times per year and, to date, it has worked perfectly, according to Bill Blair, the district's design manager.

The air-filled dam is inflated to a very low pressure--about six pounds per square inch--which eliminates the danger of a massive blowout, sending a wall of water downstream. The dams are manufactured by Bridgestone Corporation, a Japan-based tire manufacturer, and are projected to last 30 to 50 years.

Waters impounded by such a dam would be only a marginal source of water for Tempe's fake lake. Other water-supply sources would have to be tapped to replace the huge amount of water lost through irrigation, evaporation and seepage. The city's latest plan, one in a long series of constantly changing scenarios, calls for drilling groundwater supply wells next to the river. The city would then pump treated effluent from its south Tempe reclamation plant into the aquifer to replace the one million gallons of groundwater it would draw from wells for the lake each day.

But the groundwater-recharge option faces a major obstacle. The lake is located just west of a massive groundwater contamination site included on the Superfund list. Tempe will have to show that pumping groundwater beneath Town Lake will have no impact on the contaminated groundwater pool nearby.

With a water source jeopardized by a Superfund site, a lake that is really a glorified Grand Canal and a collapsible rubber dam as the mainstay of the project, it is no wonder that wildlife considerations are far down on the list. Long-range-development plans show nearly every square foot of lakefront property that could support a building will have a building.

The most promising wildlife corridor will be west of the lake, where a 1.5-mile-long riparian band extending to the Hohokam Expressway is planned. A narrow stream will cut through 100 acres of native wildflowers, shrubs and grasses, 14 acres of mesquite stands and about two acres of water vegetation.

This watercourse, however, will be of lower quality than the lake water, because it will also be used to divert Tempe storm water from pouring into the lake. Planners hope to allow catch-and-release fishing in the stream, although it is possible the watercourse will be dry at certain times of the year.

Another area expected to provide a wildlife habitat is land dedicated to the Southwest Center for Education and the Natural Environment, where a 13-acre mesquite grove will be planted. Like the riparian area west of the lake, this project will be located away from the lake's perimeter, and north of Red Mountain Parkway. The area was selected by Tempe as a site to fulfill federal requirements to replace wetlands destroyed by the channelization project.

While Tempe bills Rio Salado as a recreational haven, there is a hitch. Many of the planned activities along the lake will cost money, as the city encourages "commercial-based recreation." In other words, family amusement parks mixed with a golf course, driving range and "pay to play" volleyball and softball fields will stretch along the south bank from Mill Avenue to Priest Drive.

And forget visions of taking a plunge in the cool water on a hot July afternoon. The lake will be off-limits to swimming. Planners do hope to build a swimming pool within the lake to give "an illusion" of swimming in the lake.

As for boating, city officials say there are no plans to charge for launching nonmotorized watercraft from one of several docks. But woe to those who may fall out and be forced to swim to shore. The banks of the lake will be very steep and could be unscalable by exhausted swimmers.

@body:One of the key promises the city has made to sell the project to the public is that the pathways surrounding the lake will remain accessible 24 hours per day. "We will not allow private development to block access to any part," Nielsen says.

This promise is viewed with great skepticism by some, including longtime council observer Art Jacobs. "I have second thoughts about Rio Salado in terms of whether I, John Q. City, along with barefoot children, will be allowed down there. The more I see the plan, the more it is for the people who have bucks to spend."

Jacobs' concerns are well-founded, if Tempe's current policy of access to public places in downtown is extended to the future waterfront. In recent weeks, Tempe's crowd-control efforts have taken a bizarre twist on Friday and Saturday nights, when thousands of people descend on the city and walk the sidewalks.

Standing watch outside the bustling Coffee Plantation on weekend nights are three young men dressed in white-knit shirts emblazoned with the words "Event Staff." Their mission: to keep people from sitting on a popular public bench at the corner of Mill Avenue and Sixth Street.

Time after time, Brian Adams walks over to yet another unsuspecting person and tells him or her, "Nobody can sit there."

Befuddled, most people stand up, murmur, "That really sucks," and walk away shaking their heads in disbelief.

Adams, a cordial fellow who says he's only following orders, reports that "the people who rent this property don't want anybody loitering."

Mayor Mitchell says the city has nothing to do with the no-sitting policy, but two Tempe police officers stand nearby at all times ready to assist the men in white.

The policy is starting to wear thin on some regular downtown visitors. "They are being such jerks about it, I kind of don't want to really spend much money here," say 19-year-old Marii Covington.

Adams says the no-sitting policy will extend across the street next week to another popular area where young people have gathered--not to spend money, but to play music.

The Tempe police broke up an impromptu jam session last Saturday night, setting the stage for the bench police to move in.

"Sorry, guys," Tempe Police Lieutenant S.J. Graehling told a couple of bongo players. "You need a live-entertainment permit to do that. It costs $100.


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