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Thousands of visitors from all over the Vale flocked to the town to savour the third annual event, which has trebled in size since the first festival in 2002.
Among the highlights was a 60-metre square-rigged sail ship, the Stavros S N, BarryYacht Club's thrilling boating regatta and Thomas the Tank Engine.
Norman Sayers' fairground rides proved to be as popular as ever, as were street entertainers the Splott Brothers and Risky in Pink, craft stalls and face painters.
There was also a top class music line-up including popular Celtic band Mabon, rising stars Dragonheart, the Book of Shadows, Funhouse, Krazee Arnold's Rock Machine, Sugarhouse, Sugarline and Purple Hearts.
The Barry and District News, the Vale of Glamorgan Council, the Welsh Development Agency, Associated British Ports, Westbury Homes and Cardiff's White Dove car dealership sponsored the event.
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