Berkeley Springs is spelled APPLE BUTTER FESTIVAL this weekend because that's the monster that dominates the area all weekendlong -- and something you will NOT want to miss. It is year #38!

If you want to be REALLY cool, come in on Friday and watch the festival take shape before your eyes as food booths move into their lot and canopies spring up all over the park. You'll feel the hustle and bustle of a whole community planning their weekend in town.

The Star Theatre has a film Friday, Saturday and Sunday night at 8pm -- showing a romantic comedy: Crazy Stupid Love with Steve Carell and Ryan Gosling. They'll also have their famous popcorn during movie time. On Friday and Saturday night at 8pm, you can attend an open house and Star Party at the Morgan County Observatory. Check out solar viewing at their booth on Washington St. both days of the festival -- we're glad the "experts" are guaranteeing sun.

Start early on Saturday -- pre-parade time which is 9am. You can watch the apple butter kettles being set up in the square before dawn and then walk up the hill to First Methodist Church for breakfast from 6-9am.

Saturday has several high points of activity -- besides the standard eating, shopping and stirring apple butter -- and it all starts with what may be the BIGGEST parade ever. There are 99 entries (surely one more will show up and it can be 100!) marching south to north along Washington St. beginning at 9am. The hot tip here is BE HERE before 9am or after 10:15am or you'll be sitting in traffic waiting for the parade to pass. There's plenty of modestly priced parking at the US Silica lot north of town with a free shuttle trolley to take you back and forth to the festival. Theme of the parade is Winners and Heroes, Past and Present with historic figures like Rosa Pelham Suit for whom Berkeley Castle was built and who celebrates her 150th birthday this year!

The festival officially starts at 10:30am and closes at 5pm. The 38th annual running of the Turtle Race (and we use the term running very loosely) starts at 11am. The other big game of the day is the Beard and Mustache contest -- also the 38th annual -- starting at 2:50pm at the bandstand. Nothing like a great line-up of male facial hair to make a girl's heart flutter on a bright fall afternoon so don't miss this beauty contest. (Beauty -- another term we use loosely.) For music lovers, Saturday offers rockabilly from the Hillbilly Huxters in two sets from the bandstand: 11:30am and 12:45pm; plus the return of the ever-popular Critton Hollow String Band playing traditional music in two sets at 2 and 3:25pm.

A few insider tips for Saturday: at 1:45pm the winner of best apple butter is announced so be prepared to hot foot it over to the winner's booth to buy some. Also, kettles of butter made before your very eyes (and maybe with your help stirring) go on sale about 2-3pm. You'll see the lines as folks begin jarring the hot, spicy treat. Once the winners of the bake contest are announced at 1:45pm, you can buy the entries.

Special activities happening include guided tours of the Museum of the Berkeley Springs on Saturday at noon, 2pm and 4pm as well as Sunday at 2pm. From 11am to 5pm both days, the Warm and Wearable special art exhibit is at the Ice House Gallery. This is an incredibly gorgeous show and all the fabulous items are on sale.

On Sunday, the activities begin officially at noon. Music is VERY special on Sunday with two sets from Tori Anderson and Possum Holler band at 1pm and 2:45pm. This is the final concert from these incredible folks. They are retiring after 17 years of delighting audiences all over the Mid-Atlantic region. The BlackCat School of Rock plays live music in front of Black Cat Music Shop on Sunday at 2pm.

Two amazing games fill the afternoon on Sunday between the music. The Egg Toss is at 1:15pm where scores of partners face off and throw raw eggs at each other....ooops, that's throwing raw eggs TO each other. Sometimes folks miss. Sometimes the eggs "accidentally" break in hands, on heads or elsewhere. At 2:15pm do not miss one of the absolutely most popular games -- the Hog Calling competition with both adult and youth divisions. Do not miss this amazing example of performance art. All these contests are open to join in at the moment they begin with no preparation, except for the Beard Contest where the hair takes some time to grow. And winners get fame, acclaim and ribbons.

The big finale on Sunday at 4:15 is the drawing for the Apple Butter Festival quilt. It's stunning and chances will be on sale throughout the festival -- up until the very last minute -- at the Chamber of Commerce booth at the park entrance. You can also get official festival wearables with a dramatic new logo at the booth annex.

There are other activities happening on Festival weekend. Should you want to avoid the crowds and do some art, check out Handbuilding Pottery with Veronica at Frog Valley Artisans from 2-4pm on Saturday. For a change of pace -- or maybe not depending on how crowded the festival is -- head to the wrestling academy behind Earth Dog Cafe for Covey Pro Wrestling starting at 5pm on Saturday with a second bell time at 8pm.

Let's conclude by talking about eating. Of course, there is plenty of festival food available all day both days but some folks want more. They want dinner each evening and sit-down dining. All our eateries are open both days and some are in the middle of the festival grounds including Tari's Cafe, Ambrae House and Temptations Cafe. The Country Inn on the south edge of Berkeley Springs State Park has great lunch and dinner menus as well as a special Apple Butter breakfast buffet on Saturday from 7 to 11am and Sunday from 8 to 11am. They are having bluegrass music in their garden on Saturday from 4 to 6pm. Lot 12 is not having a booth at the fes tival this year so they can better serve you at the restaurant. Take no chances -- you will definitely need a reservation for dinner.

Panorama at the Peak is staying open on Monday from 11am to 3pm to serve folks as they leave after the festival with a delicious 'Favorites menu' which includes a few brunch items, lunch items and entrees. Their usual lunch and dinner hours are filled with local apple treats including salad, entrees and dessert. Check out the full list of all our eateries to decide on what you want to eat from steaks and barbecue at Angus and Ale, pizza at Mountainside, to all day breakfast at Earth Dog Cafe to Mexican at Mi Ranchito and lots more.

Rooms are limited but check out the special lodging page for the most up to date information. Someone may cancel at the last minute so check the website and get on waiting lists at various major properties like the Country Inn or Best Western (whose heated pool is still open). Otherwise, come for the day and make a reservation now for the 39th annual on October 6 & 7, 2012.

(Information courtesy of Travel Berkeley Springs)