MADISON, Wis. -

Though crowded, State Street remained relatively calm this weekend for Freakfest 2013.

Madison police called this year's version of the annual gathering a "peaceful and fun party."

Only 28 people were arrested, mostly for underage drinking or disorderly conduct.

After the concert wrapped, cleanup crews were up before the sun.

"We start right away once they clear the streets," said Randy Schnurvusch of Madison Sanitation. "We have the street sweepers immediately. We have the mall department that's blowing all the stuff that's on the sidewalk into the streets, so that pretty much takes care of that."

The whole clean-up process took about four hours.

Police estimated about 35,000 people attended this year's Freakfest.

Once a night of horrors for police, Madison’s Halloween ritual Freakfest seems to have settled into its new, calmer, tamer routine.

The annual event, now a paid concert for party goers, has translated into a quieter night for the downtown area.

An estimated 19,000 tickets were sold for the official event, with more than 35,000 in attendance.

Most of the 30,000 got into the spirit of the event, with a bevy of freaks, from store-bought to homemade, coming out to celebrate.

For many, it was their first time to the party.

"We really don't know what to expect because we've never been to Freakfest before," said Brad Sheffer and Rebecca Aldrich, in costume as Batman and Catwoman. "So we'll probably check out some of the live bands and check out some of the cool costumes."

Many come for the music, others come to be seen, others for the overall vibe.

For some the frighteningly chilly winds meant lots of layers.

"Everything that you see has clothes on it, has two or three layers underneath it," said unicorn-costumed Crystal Frazer. "I'm definitely wearing stockings under the stockings."

Early partygoers came from throughout the Midwest to come and show off their costumes on State Street.

Most said that the annual celebration, while markedly different from what came before, is a tradition they wanted to be a part of.

"It's Freakfest," said an attendee known only as Sarah. "It's a tradition. My brothers came down here and said you have to go to Freakfest even though I heard a few horror stories for it. But I feel it will be good."

Madison police once again expected a relatively calm Freakfest this year, and they were correct in those expectations.

For the last few years the annual Halloween celebration has been transformed into a music festival. For some, that change means Freakfest is almost family-friendly.

But that doesn’t mean the event can’t be at fun as well.

"We're from Madison, we love Freakfest, we're down here to have a good time," said Phil Zell.