The kids were crawling around airplanes yesterday; sighting down the barrels of .50-caliber machine guns; gazing up big-eyed at huge armored personnel carriers; furiously cranking wheels that elevated the long, menacing barrels of howitzers; getting their photos snapped sitting in the pilots' seats of helicopters.

Throw in whirling, twirling, roaring, soaring amusement rides; all kinds of food booths; games of skill that offered the chance at winning large stuffed animals, and boat rides to Coconut Island. And last night's Black Eyed Peas concert was a sellout.

All in all it didn't take much effort to find some fun at BayFest at Marine Corps Base Hawaii at Kane'ohe Bay.

"Big crowd. It's a busy, busy day," said Col. Bob Rice, the base commander, who estimated that about 30,000 people would attend the three-day festival that ends today.

"It's good for the troops and their families," he said. Rice said E.K. Fernandez Shows had donated 300 to 400 free amusement rides to the children of deployed Marines and sailors.

Janelle Marshall, a base civilian employee who was helping coordinate the event, estimated that 500 to 600 military and community volunteers were helping out.

Travis Askew, an E-3 Sailor with a P-3 aviation squadron at the base, was taking it all in with his young bride, Ashley. They're from Polk County, Tennessee, and lived "right down the street from each other," before they married and Travis joined the Navy.

"He sure took me a long way from home," Ashley said, grinning. " I like it a lot. The weather is so good and there's lots of things to do."

Travis spent six months in Iraq and said he was proud of the Kane'ohe Marines battling the Taliban in Afghanistan.

"I think they're doing what they need to be doing and doing it good," he said.

Cliff and Jeannie Manzano of Kalihi were taking their ease beneath one of the big tents with their sons Jordan, 6, and Justin, 5.

The boys nodded emphatically when asked if they enjoyed the rides and the food.

"They really liked the boat ride to Coconut Island," Jeannie said.

Not to mention getting up close to the military gear, Cliff said.

"The Marines were very cordial," he said. "They let the kids play with the machine gun; that was pretty cool."

He said he appreciated the Marines opening the base up to the public.

"It's good that the civilians see what they go through," Cliff said, "their culture, their lives. It works both ways for the military and the community. All good fun."

Andrew Kolczynski and his sister Beth were taking in the allurements of an armored personnel carrier. He's an E-3 Marine stationed at Camp Lejeune, N.C., and was visiting Beth and their mother who live in Makakilo.

Andrew's communications unit deploys to Afghanistan in January.

Of the Kane'ohe Marines fighting there now he said, "They're doing us proud."

On stage the Marine Corps Forces Pacific Rock Band was warming up the swaying crowd as the sun crept behind the misty clouds shrouding the Windward Pali.

The good times were well under way.