Paul Kempe knows a beaut when he sees one, and right now he is squinting hard at several contenders.

As the young females go through their paces, high-stepping nervously around him, Kempe appraises each with a discriminating eye. He is not shy about sharing his thoughts.

"See that nice, flat rump?" he asks.

Then he gives an order that means all the contestants must pose. They sashay around the ring again.

"She tracks pretty good," he says of another. "She walks with a lot of width between the hocks. You want them to walk squarely apart."

And, finally, allowing himself to gush a little: "I like the prominent brisket."

Just wait until you get him going about the udder.

Of course, Kempe's not talking about supermodels. He's talking goats, as in mmmbaaaa.

Kempe drove to Frederick last week from his home in Hedgesville, W.Va., to serve as one of dozens of professional judges at the Great Frederick Fair, which ended its 142nd annual meeting yesterday. During its eight-day run, the fair hosted two to four contests a day, and people such as Kempe were paid to give the thumbs up or down on just about anything people make, bake, grow or breed.

There were contests for best pumpkin and best pie, best green bean and best turnip, best quilt and best tablecloth. In the animal pens, even alpacas and llamas were given a chance to shine.

But Kempe's metier is goats. And so Wednesday, on a day that was an exquisite mix of fall and summer weather, he presided over the Frederick County 4-H dairy goat show in a dusty ring behind the racetrack. Tacked to the whitewashed barn was a hand-lettered sign advertising the market goat sale that night, a reminder of the uneasy coexistence on a family farm of heart-tugging compassion and ruthless commerce.

"Goats make good pets," the sign said. "Goat meat tastes great! Goats are great lawn mowers. . . ."

Then, one by one, the young people -- usually dressed in white, accentuated with a splash of 4-H green in a bandanna or ribbon -- entered the ring. They used short chains to lead the goats, each of which was coiffed nose to hindmost and brushed to a lustrous sheen.

Whenever Kempe gave the order to "set up," the young people stopped, pulled up on the collar and began making adjustments to each animal's stance. Push down here. Plant that leg there. Tweak the animal's backbone with a mini-shiatsu massage to encourage the sort of posture that goat judges like to see: gently sloping back, high withers, ramrod-straight legs.

Kempe stared at the goats, and the goats stared back, their triangular faces cocked to the side and their wide-set eyes filled with an otherworldly mix of interest and intensity. (Or maybe it's just the weirdness of having eyeballs with sideways, dime-slot pupils.)

Like a cross between Simon Cowell and Paula Abdul on "American Idol," Kempe then gave the young people the straight, unvarnished truth about their goats as he sees it -- though not without some concern to everyone's feelings.

"We all think we got perfect goats, but we don't," Kempe said.

Looks count here, and so does personality. No one likes an unruly goat. Other obvious no-nos include serious emaciation, blindness and lameness. Animals also can be disqualified for having more than two teats and having a "blind teat" that cannot give milk. Gender-bending is out: any sign of hermaphroditism that could impair reproduction gets an animal sent back to the barn.

Kempe also warned their owners that the judge -- meaning him -- would always be observing, even when they think he's not. He asked what were the most important areas of concern in grooming their animals, and the children said, virtually in unison: "Butt, nose and ears."

"If you don't have that clean, it pretty much kills you," Colt Black, 16, of Sabillasville said while guiding a gray Toggenburg yearling around the ring. Kempe stopped him and lifted the goat's foot to check whether its hoof had been cleaned and trimmed properly.

"Okay, Colt, nice job on the flippers," Kempe said.

Ask Kempe, and he will say he's mostly a leg and foot man. But really, he's even more focused on what the American Dairy Goat Association score card calls the "mammary system." A blue-ribbon udder, Kempe said, should be carried high and wide "like a basketball." He pointed to some females carrying balloon-shaped udders so ponderous with milk that they waddled.

It's safe to say that goat-judging is not the kind of a spectator sport that will pick up a TV deal soon. Many of the 30 or so people who watched the dairy goat show had a friendly or familial interest in the event. Minutes ticked by as Kempe queried the youngsters about what they thought of each animal's grooming. In one corner of the bleachers, an exhibitor sat patiently with her goat between a man with a huge chew of tobacco and a woman breast-feeding a baby.

At the end of the round, Kempe placed great weight, as the score card does, on how the young people handled themselves and their animals in the ring. And so the blue ribbon went to Mary Mossburg, 18, an Ijamsville resident who is studying at Frederick Community College. Her entry was Midnight Rose, an Alpine goat of uncertain lineage whose grandmother was a gift from Rep. Roscoe G. Bartlett (R-Md.), a noted goat farmer.

Being a registered dairy goat judge is something that Kemp, 62, does when he's not managing sales for Blue Seal Feeds in Hedgesville. Years ago, he and his wife, Bonnie, thought their four girls -- the youngest of whom is now 28 -- might learn responsibility by caring for a pet.

"I guess I got goats back in the '70s. It was a kind of back-to-the-earth movement," Kempe said in a voice whose rounded vowels reflect his native New England. Next thing he knew, he and his family were showing the goats, buying fancier breeds and becoming more immersed in the activity. While attending an American Dairy Goat Association convention in California, Kempe figured, almost on a lark, that he would take a crack at being a judge. He took the test. He flunked.

After poring over the rule book and studying, though, he mastered the nuances that allow one not only to tell apart but to pass judgment on the niceties of an Alpine or an Oberhasli goat, to weigh the merits of the nearly earless LaMancha or a Nubian, with its goofy, basset hound-like ears. That was about 16 years ago.

These days, Kempe knows what he's looking for. So do the contestants. For example, Grace Garst, 15, is practically an authority. At a national competition in Harrisburg, Pa., this summer, the 10th-grader from Walkersville won the goat association's national title in her class.

"First of all, I always look for a goat with a boxy kind of look -- because that includes width and length," Grace said.

A handsome goat is also higher at the withers -- the humped area near the shoulders -- than at the hips, with a gently sloping back, she said. Its rump should be nearly level to the knobby, protruding bones -- known as pin bones -- below the tail.

"Feet are really important; you want short, moderate length pasterns," Grace said, referring to the part of the foot just above the hoof. In the face, she said, she looks for "breed characteristics" -- that special something about a goat that says Nubian or Saanen or Oberhasli. As for personality, Grace said she wants a goat that likes people.

Grace's goat in this competition was a plump, chocolate-colored LaMancha named Brenna. After bestowing the grand champion title on Brenna, Kempe inquired about the goat's ancestors, saying he thought he remembered her mother.

"It's only a yearling. It's outstanding," Kempe said while Grace was showing her off. "I doubt I'll see a goat today I'd want to bring home as much as yours."

Great Frederick Fair goat judge Paul Kempe, right, gets a look at competitors in the Senior Fitting and Showing category, shown by handlers Colt Black, left, Kristen Blumenauer and Curtis Moxley. Kempe, of Hedgesville, W.Va., is one of dozens of the fair's professional judges.