We thought every Saturday night in Miami Beach was a sleepless night. But we have to admit Sleepless Night is no club publicist's hype. The second annual event, set to begin at 6 p.m. Saturday and go full tilt to 7 a.m. Sunday, features a whopping 130 free cultural events at 80 locations.

It has art, dance, theater, comedy, music, films, cartoons, circus acts, poetry and acrobatics, virtual-reality live animation performances, digital nightscape drawings, interactive three-screen manipulated films, musical marionettes, helium-balloon acrobats and rhythmic sounds, fashion shows and educational events. It takes place indoors and outdoors at restaurants, museums, nightclubs, theaters, art galleries, shops, and even in a bowling alley, temple, church, garden and a passageway. Wherever you roam, it's going to be hard not to be entertained, even bedazzled, in every direction.

You've got your funky: a huge Vince Lombardi Super Bowl Trophy made from Red Bull cans; Miami Beach Senior High School draped in nondestructive and artsy graffiti art and a Pajama Run through Lummus Park (OK, you tsk-tsking, proper souls, that's more coverage than clubbers don on a normal Saturday night).

You've got your musically fabulous. The New World Symphony performs New York State of Mind: Sounds of the Times at the Lincoln Theatre, showcasing tunes featured at New York's Bang on a Can Festival. (Tickets are required and will be available on a first-come, first-served basis at the Sleepless Night information tent on Lincoln Road at Washington Avenue beginning at 6 p.m., performance 7:30 p.m.). The musically sublime Seraphic Fire performs its American gospel and folk show, I'll Fly Away, at 10 p.m. at Miami Beach Community Church (limited seating on first-come first-served basis).

And you've got everything in between. Especially, as we approach Art Basel, art. Most museums have free admission and extended hours; check out the Bass' outdoor display in Collins Park, dubbed Night Shift, with works by nine prominent South Florida artists. One installation is a giant earth sphere that you can view from the inside-out. Another involves a soap opera performed live. Hmmmm. Has someone been reading Gerald Posner's book, Miami Babylon?

Music will ooze from every nook and cranny, too. Jazz, Latin, world, hip-hop, flamenco -- you name it. And if it proves to be too much, too cacophonous, too modern, head over to SoBe Institute of The Arts (2100 Washington Ave) for Bohemian Pentameter Preview where you'll be whisked to an unSouthBeachlike place: Elizabethan England and the sounds of violins, flutes and lutes and ladies and gents in the foppish fashions of the day.

And if you begin to get bleary-eyed, get thyself to Plunge at The Gansevoort (2377 Collins Ave.) for Sleepless Night-Rated R. That's where -- between 10 p.m. and 7 a.m. -- you can quaff a complimentary shot of Dirty Bustelo and Patron and get moving again to grooves by DJ Danny Stern.

Your transit is gratis also. Free shuttle buses departing from four zones will ply the venues: North Beach, Collins Park, City Center, Lincoln Road, Española Way and Ocean Drive to Washington Avenue. Call 305-673-7577 or go to www.sleeplessnight.org for a complete schedule.