FREMONT -- Nearly 400,000 people are expected to pack into central Fremont this weekend for two days of art, music, food, games, wine and beer.

Billed as the largest two-day free outdoor festival west of the Mississippi River, the 28th annual Fremont Festival of the Arts will cover several city blocks Saturday and Sunday with more than 600 artists' booths, 34 food vendors, two music stages and numerous children's activities.

"The festival is great because it's very high-energy, and there's something for everybody in the family," said Nina Moore of the Fremont Chamber of Commerce, which organizes the event.

The festival has helped nonprofits raise more than $8 million through the years by letting them operate food booths during the event, chamber officials said.

All art sold at the festival must be handmade. For instance, one vendor specializes in jewelry made of seashells. Another makes ear cuffs -- jewelry for non-pierced ears.

Other highlights include a scuba simulator set up by the Monterey Bay Aquarium. Participants can use their smart phones as a joystick to navigate through underwater scenes depicted on giant television screens.

There once again will be a bungee-cord ride, which allows as many as four kids to bounce on platforms. Also returning will be Kid City -- a children's play and educational center -- situated in the parking lot off State Street at Capitol Avenue.

A collection of gourmet food vendors selling items such as honey and olive oil will be located on Capitol. Local nonprofits will sell freshly cooked food on Capitol and Paseo Padre Parkway, and local business owners will set up shop on Business Alley along Liberty Street.

Two cover bands will highlight the main stage performances on Paseo Padre near Walnut Avenue: Evolution, a Journey tribute band at 4 p.m. Saturday, and Caravanserai, which plays Santana songs, at 4 p.m. Sunday.

Groups begin performing on the main stage at 10 a.m. Saturday with singer/songwriter Liz Kennedy; followed at noon by Danny Click and his blues/rock band; at 2 p.m., Contino, a Zydeco and Cajun band; and from 4 to 5:30 p.m., Evolution. On Sunday, at 10 a.m., rock musician James Nagel opens; followed at noon by singer-songwriters Amee Chapman and the Velvet Tumbleweeds; at 2 p.m., blues/rock guitar player Michael Lee Firkins; and from 4 to 5:30 p.m., Caravanserai.

On the Nightclub Stage, at State Street and Beacon Avenue, music begins at 10 a.m. with students from the Fremont Christian School Dixie Dominus Jazz Band; followed at noon by the Canyon Band; at 1:30 p.m., country singer Raihanna Estrada; at 3, vocalists Gotta Sing; and at 4, the surf, rockabilly and blues band Los High Tops.

At 10 a.m. Sunday, the country band Prairie will perform; followed at noon by LunaFish; and at 3 p.m., blues band Papa's Garage.

For those wanting a break from the crowds, the chamber is offering a wine garden. For $50, in addition to preferred parking to the festival, visitors can enjoy wine, beer and sangria tastings; catered food; and special entertainment. For tickets, call the chamber at 510-795-2240.

Contact Matthew Artz at 510-353-7002. For more Fremont news, go to IBAbuzz.com/tricitybeat.

If you Go
WHAT: Fremont Festival of the Arts
WHERE: Central Fremont, along Paseo Padre Parkway and Capitol Avenue
WHEN: 10 a.m. to 6 p.m. Saturday and Sunday
COST: Free admission; $50 for wine garden tickets