The mist of spray paint hits a plywood canvas during a sunny hour in the middle of September. With a spray can in hand and a gas mask on his face, an artist completes a large-scale alien in a rich brown tone, applying street art techniques. On the other side of the mural, using the soft hairs of his paintbrush, Andrew Schultz, a San Francisco painter, vigilantly polishes up his neon creature. Just feet away, sitting on the grass on a foldout chair, punching in letters on a shiny vintage typewriter, Zach Houston invents impromptu poems for waiting bystanders. The disheveled look of his handwritten paper sign indicates the name of his unorthodox business: Poem Store. As the breeze sails through a whale-sized field of grass, hip-hop enthusiasts nod their heads to the high-powered beats of lyricists Aesop Rock and his emcee comrades. This is a time when Treasure Island, a man-made prospect under the Bay Bridge, turns into the local hotspot known as the Treasure Island Music Festival.

This two-day affair on September 20 and 21 is not only in demand by indie-rockin' teens and hip twenty-somethings, but it is also significant to the San Francisco music scene. With twenty-eight performers of underground hip-hop, electronic and rock performing at one venue, the event has become an evolution of traditional festival culture after just two years running. It is an anti-festival that lets club show fans enjoy an intimate outdoor setting and performances that alternate between two stages so that people can listen to every note of each act.

The festival is the first of its magnitude held on the island, which has a population of 1,500 people. Lead festival creators Noise Pop Industries (NPI) stay true to their indie roots maintained in the fifteen years of putting together the Noise Pop Festival, a weeklong series of fifty musical acts spread through various Bay Area venues. Having stayed away from large corporate sponsorship when conducting Treasure Island's premier year, the organizers promote musicians that diverge from the mainstream. A few exceptions in the form of Top Forty favorites like Tegan and Sara and Vampire Weekend, played this year.

NPI members saw a niche available to bring the eclectic Noise Pop Festival approach of producing music events into an outdoor festival. NPI had primarily produced shows at indoor venues hosting about 1,500 people, so NPI paired up with the staff of concert promotion company Another Planet Entertainment (APE), which produces the alternative music-focused Outside Lands Festival. The NPI group members wanted to utilize APE's experience of manufacturing large-scale music events. The two companies balanced the logistics of their project with NPI personnel taking control over booking the bands and festival aesthetics, while APE handled transportation and sound production.

"As we were looking at Treasure Island as a venue, we realized we needed a production partner, someone who handles festival infrastructure on a regular basis, so it was a natural fit for us to partner with Another Planet," says NPI Event Planner Stacy Horne.

Since the festival is small-scale compared to other large outdoor concerts, local designers, artists and fans are able to set up a tight network in a community setting. Betty Nguyen, editor-in-chief of independent art magazine First Person put on a full art exhibition dubbed "Carnivalesque," a name inspired by the festival's colorful flair. Nguyen invited Francois Vignault of SF Zine Fest--the annual conference of DIY publishing--to bring a library of handmade magazines, silkscreened in turquoise and beige.

Indie Mart was also featured at the festival. The fashion design party showcases a collection of nine clothing lines from selected Bay Area designers and helps add to the grassroots concept of the festival. Indie Mart founder Kelly Malone started the marketplace in her yard and helped bring together seventy local designers. She says the festival is a good fit for self-supporting designers. "The Treasure Island Music Festival is not just music; it's sort of like a culture - a network - a bunch of indie folks doing their own thing, trying to find environments to run their businesses, and get creative," says Malone with a slight giggle.

Despite Malone's upbeat view of the festival's diversity, underground hip-hop mogul Ian Bavitz, aka Aesop Rock, didn't think putting together a show like Treasure Island Music Festival would work out. However, after his midday performance he becomes surprised to see fans willing to take a step back from an indie-based lineup and listen to other musicians not often found in the indie-rock realm. One such example is Brooklyn-based funk and jazz influenced band TV on The Radio. Bavitz, a San Francisco resident transplanted from New York, says the festival lineup is more realistic than the categorization of musicians by television and magazine marketers. "People like to cut us up into genres. But for someone like me, I listen to rap, punk rock and a lot of rock music." Then he uses the example of music fans. "When you're younger, you grab onto one kind of music and you just hold onto it like you're the only one in the world to listen to it. But little do you know you're watching a rapper on stage that goes home and puts on jazz music," he explains, referring to himself with a humble swagger.

Besides presenting a myriad of well-known musicians like Aesop Rock and The Raconteurs, the festival organizers also brought two up-and-coming acts to open each day of the show. Or, the Whale and The Frail are both San Francisco-based talent. Electropop duo The Frail served as the festival's premier act. The seven members of folksy rock-and-rollers Or, The Whale kicked off the following day's line-up. A panel of industry experts chose the bands out of twenty top international competitors that entered the "Mutiny and Mayhem" battle of the bands contest on the music networking site Imeem.com. The judges were Kevin Arnold and Jordan Kurland, founders of Noise Pop Industries; Allen Scott and Bryan Duqette of Another Planet Entertainment; Aaron Axelson, the legendary DJ of Live 105; and Shane Tobin, Imeem's Director of Business. They made their decisions based on talent, positive ratings and comments by fans.

Tobin of Imeem took notice of The Frail when members Daniel Lannon and Kevin Durr signed up on Imeem two years ago. Tobin kept track of them ever since, leading Tobin's observations of the band's growth. As for Or, the Whale, Tobin says the judges liked the band's novel sound, and tons of positive listener ratings and comments didn't hurt either.

By exposing new acts like The Frail to the masses, the event organizers make San Francisco's local music scene more accessible. Next year, the organizers plan to continue the festival with new performers and additional aspects of festival innovation. Noise Pop Industries and Another Planet Entertainment proved they could take an unrecognized recreational space like Treasure Island and create a successful event. The Treasure Island Music Festival represents a new era in festival culture for a young generation that wants San Francisco to set its festival image apart from the golden years of the Summer of Love. As for taking on a future festival project outside of the Treasure Island Music Festival, Noise Pop Industries and Another Planet Entertainment members aren't planning on it.

"I think we are okay right now," asserts Horne of NPI. "We have to get going on the Noise Pop Festival right after this one."