SHIPS TALL AND SMALL will flock and dock in Alexandria this weekend. The waterfront festival, marking the city's 250th anniversary, will open at midday Friday with sailing ships and military escorts parading on the Potomac and will run through sundown Sunday.

The festival, which benefits the Alexandria Red Cross, will formally open with passes up and down the river from Jones Point (Woodrow Wilson Bridge) to Hains Point and back by the replica HMS Bounty (built for the 1960 Marlon Brando movie) and the Kalmar Nyckel, a replica of the three-masted pinnace that brought the first boatload of Swedish immigrants to Delaware in the 1600s.

The sailing vessels will be shepherded by the U.S. Coast Guard's patrol vessel USS Shamal, tended by the buoy tender USCG Kennebec and celebrated in spray by the District fire boat John Glenn, along with a riverful of private pleasure boats. The vessels will dock along the waterfront at noon and be officially welcomed by Mayor Kerry Donley at 1 in Market Square, followed by the blessing of the fleet.

The ships will be open to visitors who attend the ticketed festival activities at Oronoco Bay Park, on the Potomac between Pendleton and Madison streets, which run from 6 to 11 p.m. Friday, beginning with a three-band jazz concert. At dark don't dash for the free DASH shuttle buses to the subway, because there'll be fireworks over the water beginning at 10:45. The shuttles will run at 20-minute intervals throughout the weekend from the Eisenhower and King Street Metro stations.

Saturday's activities will run from 10 to 10. There'll be 10 amusement rides (see prices below), real canoe and kayak rides, a kids-only annex, a petting zoo and juried arts and crafts. And hey, this being by the Red Cross and all, there'll also be a blood drive, blood pressure and HIV/AIDS testing and a fire department demonstration safe house. Five bands will rock 'n' roll from 12:30 to closing. There will be fireworks beginning at 9:45.

Sunday's hours are 10 to 7, with the activities above plus six bands playing American roots music.

Admission at the gates for adults is $8 on Friday; Saturday, $5 from 10 to 5, $8 after 5; and Sunday $5 all day. Admission is $2 for children ages 6 to 12 all days (under 6 free). For further festival information, call 703/549-8300, Ext. 500. A complete schedule of bands and events is available on the Red Cross Web site: www.digitalnation.com/alexredcross.

CAPTION: Tall ships will join the party at the waterfront festival in Alexandria.