Something old and something new are on the horizon. The new: San Francisco-based more-than-a-store Upper Playground is moving into new digs at 23 NW 5th (which some will recognize as the former headquarters of the Fashion Incubator). The old (only in the lightning-quick pop-cultural sense) is "Fall for Fashion," a fall runway show featuring two (relatively) longtime favorites: the Eastside's Local.35 (3556 SE Hawthorne) and the Westside's Lit (214 SW 8th).

But back to the new: Upper Playground is making its first venture outside San Francisco, and it's worth checking out. Hardly a simple boutique, it's more of a cultural headquarters, spanning film, art, and books as well as clothing. Upper Playground Films produces films to "connect audiences to world-recognized artists and designers as well as exposing emerging talents."

Their books showcase progressive art, from zine compendiums and illustration collections to an upcoming visual history of Upper Playground's involvement with progressive art since 1998.

While their apparel line is basically straightforward (hoodies, Ts, hats), it's the art emblazoned on them that's remarkable. International artists, some of the graffiti ilk, some contemporary, fine art, progressive, etc., lend their talents to the line, creating what Jason Sajko, who is opening the Portland store, thinks of as a "mash-up" of art and fashion.

It made perfect sense for Upper Playground to choose Portland as its first foray away from home, with many of San Francisco's artists moving here, plus the fact that it's a creative, design-oriented town, home to Wieden + Kennedy, Nike, and Adidas, as well as hundreds of smaller names.

In addition to the store, the new location will also feature a gallery (Fifty24PDX) and the items available will span the gamut from candles and prints to luggage. Another interesting venture is the introduction of Upper Playground furniture, in which a carpenter works in collaboration with an artist to have their piece of art translated into a couch or store fixture.

You'll definitely want Upper Playground on your radar, so hit up their weekend-long opening festivities and get to know the new cool kids in town. Mark your calendars early: Things kick off Thursday, August 3 at the store/gallery, where you'll get a first look at the art and merchandise, with contributors Sam Flores, Jeremy Fish, Estevan Oriol, Herbert Baglione, Saber, and Mike Giant in attendance, plus DJ Kez and beer! On Saturday, August 5, head to Berbati's (10 SW 3rd), where upper Playground presents DJ Z-Trip, with DJ Joelskool and Pura Vida. Sunday, August 6, back at the store, is a book signing for the Jeremy Fish/Aesop Rock collaboration The Next Best Thing, featuring Fish's illustrations and a 7-inch recorded by Aesop, who will do a mini live performance at the event.

Need something to wear to the festivities? Hit up "Fall for Fashion," where you'll see the latest from hometown heroes Local.35 and Lit, in what seems to be a rash of boutique-driven runway affairs while designers gear up for the big shows in the fall. Both stores will be presenting their new season's merchandise, with Local.35 offering looks from WESC, RVCA, Monsieur T, URAM, Odyn, J. Lindeberg, Kasil, Corpus, Jfold, Kimberly Baker, and Grn Apple Tree. (Keep an eye out for the way Local.35 celebrates the little trend that could—that of super skinny jeans, for women and men.) Lit will reveal the latest from Genetic Denim, Suburban Riot, Z-Brand, Orthodoxe, Gsus, Covet, and Ed Hardy. Additionally, Akiva Resnikoff provides jewelry. The eclectic show kicks off with mellow acoustic music by Benjamin Rader, DJs spinning while the models walk, and ending with live techno from Tekorji and fire dancing. Proceeds go to the Oregon Humane Society. (Ohm, 31 NW 1st, Thurs July 27, 9 pm, $5-15) On a related note, Local.35's huge summer sale also starts today, and goes through the end of the month.

Another new intrigue: Phlox Boutique just opened its doors on Mississippi last week (3962 N Mississippi). Owner Barbara Seipp sells her own eponymous line, as well as a variety of smaller, higher-end labels (Tibi, Lewis Cho, Three Dots, and more). Do stop in and check out the girly, romantic merchandise.

If the shoe fits: