If Misquamicut SpringFest drew more than 10,000 people ... can Misquamicut FallFest top that total?

We'll see when this weekend's event devotes itself to live music, rides, food and fun.

This second annual fest - hosted by The Misquamicut Business Association (MBA) and Town of Westerly - promises a midway, classic car shows, a petting zoo and pony rides, an outdoor international food court, along with a beer and wine garden. Concerts include gigs by Jeff Pitchell & Texas Flood with James Montgomery at 8 p.m. Friday, and a Saturday night two-times-the-tributes with Riders on the Storm: A Tribute to The Doors as well as The Dead Sessions: A Tribute to the Grateful Dead.

New aspects of this year's event: the "Surftown Half," a half marathon starting and ending at the festival, and Fallfest After Dark. On Friday and Saturday nights, four venues - Paddy's Beach, The Andrea Resort Hotel, Sandy's Lighthouse and The Windjammer Surf Bar - will host a four-venue shoreline music festival, for ages 21 and up. The cost is $5 with a Fallfest admission stamp and $10 without. A valid Fallfest After Dark wristband get an indivdual access to all four clubs and to the Beer and Wine Garden, where there will be pondfire and entertainment.

And expect fireworks - literal fireworks - in a 9 p.m. Friday display.

- KRISTINA DORSEY

Misquamicut FallFest, 5-11 p.m. Fri., 11 a.m.-11 p.m. Sat., and 11 a.m.-5 p.m. Sun., Misquamicut State Beach, Westerly; admission $7, free for kids 4 and under; parking is free; misquamicutfestival.org.