Abstract: "[A]lmost no one favors metropolitan area government," Anthony Downs has observed, "except a few political scientists and intellectuals."1 As a result, he said, "[p]roposals to replace suburban governments completely are ... doomed." Downs came to this conclusion after describing the significant economic, environmental, and social costs imposed by the current fragmentation of American metropolitan areas into dozens, sometimes hundreds, of independent municipalities. Although this fragmentation has its defenders, I shall assume in this Article that Downs is right on both of his points: that the current fragmented system of governance is unacceptable and that a regional government is not a viable alternative. The issue that this Article addresses is the relationship between these two assumptions: how can America correct the inequalities and inefficiencies that the current form of governance produces if regional government is not an option?