So you're trying to get to Conway? Follow the steaming asphalt ribbon of US 501 out of Myrtle Beach, South Carolina, past the shopping outlets and golf courses, the pawnshops and the bingo parlors. Ignore the curve of the yellow line as it pulls you away from this odd little corner of the Palmetto State. Keep going straight, straight all the way, and you'll find yourself in Conway.

"Straight" is a word that accurately describes Jennings Chestnut. He's a slender, graceful man with good posture, and his sensibilities are even more conservative and direct than his appearance. Chestnut's opinions on just about everything, from family values to bands without banjo players, are ultra-traditional, and he has come by them honestly. Jennings Chestnut grew up in this old-fashioned little town, and Conway is as much a part of him as he is of it.

As a boy, Chestnut liked early bluegrass and country music so much that he'd stand outside the old honkytonks of Conway, known as Rivertown by its inhabitants, waiting for the jukeboxes to play his favorite tunes. Ten-year-old Chestnut often stayed up late listening to Bill Monroe on an old radio he kept tucked under his pillow so his folks wouldn't hear it. He bought his first guitar at age 17, at Mac Floyd's music shop on Laurel Street in Conway. "It was an entry-level Kay, big and brown and hard to chord," he recalls. "To me it was a thing of beauty." The shy teenager learned how to play by watching the grownups pick in the back of the shop.

Chestnut enlisted in the Army in '59, and went back to Conway after he served his four years. In 1965, he left again, to manage an insurance office in North Carolina. He would be gone for almost two decades.

Along the way, he acquired an unusual hobby: he became a luthier. Some time in 1968, he'd noticed a mandolin played in the band of Carl Story, who was in Wilmington for a gig. Carl saw him ogling the mandolin, and told Chestnut that it had been constructed by C.E. Ward, the banjo player, who also built instruments. "Ain't nobody but God or Gibson can build something like that!" Chestnut responded, impressed.

A few years later, his oldest son developed an interest in the mandolin. Working hard to raise a young family, Chestnut was a little strapped for cash, but he wanted his boy to have a nice instrument. So he went to see a friend - a fellow who owned a Gibson F-5.

"I took a piece of white poster board and traced it. Then I went right home and started cutting one out." In the absence of books and blueprints, Chestnut, a pragmatist with the patience of Job, decided to build a mandolin for his son. "I never took woodworking in my life, but my boy wanted to play. You do what you have to."

The first mandolin wasn't very pretty, but it had a nice tone, so he decided to craft another. "Then somebody said, 'Hey, will you build me one'? I built two or three a year for about 20 years."

As you drive over the arched bridge leading into this picturesque, sleepy little town, glance down and you'll see the tea-colored waters of the Waccamaw River. Though it's hidden from view, there's an enormous old peanut warehouse under the bridge. Just after the first stop light, on the right side of Main Street, is a row of brick-front shops with striped awnings and flowers and clean sidewalks. Look up on the third building and you'll see a Kelly-green sign in simple, bright yellow type: "Chestnut Mandolins".

Though he still lived in Wilmington, Chestnut had left the insurance business after seven years to sell golf shirts at flea markets in the Myrtle Beach area. Then he heard that Mac Floyd, the fellow who'd sold him that big brown Kay, was planning to retire. Chestnut decided to return to Conway, encouraged by Floyd himself. He liked the idea of owning his own music store, so he bought some of Floyd's inventory and opened Chestnut Mandolins in 1985. A year later, the shop moved to its current location at 304 Main Street.

Naturally, his F-5s were displayed and sold in the new store, but Chestnut screened prospective owners like a papa screens his daughter's gentleman callers. "I never shipped one. I had to know the person who was buying 'em," he says.

In 1982, he began an annual tradition. "When I first got into music, and was hanging around Doyle Lawson's festival in Denton, North Carolina, Jennings would come every year and set a booth up, advertising his mandolins and selling strings and accessories," recalls Greg Corbett, now banjo player with the Country Gentlemen. "Every Sunday at the festival they'd give away a Chestnut mandolin." Chestnut presented a mandolin to one lucky ticket holder each year for a decade.

Chestnut stopped building his mandolins in 1990. "I never wanted to be a manufacturer, and the next three I built were always sold [in advance]." Ironically, he doesn't own one of his own creations, nor would he be able to play it if he did. He can pick banjo and guitar, but he never learned to play the mandolin. "Engineers design space shuttles, but they can't fly 'em," he chuckles.

Though Greg Corbett first met Chestnut at the Denton festival, he eventually had the chance to see the Rivertown man on his own turf. "I got to know Jennings and his wife a lot better playing with Red White and Bluegrass [the legendary Pee Dee region band founded by Red White of Conway]. A lot of times on Saturday mornings people would gather at Jennings' store. We'd go down before we played our show on Saturday night, hang around and play some music."

After his return to Conway, Chestnut hosted Quicksilver twice in two local shows and played a few gigs himself, and he found himself thinking about a club for his beloved Rivertown. "Over the years, a lot of people would come in the store, and they'd say 'Boy, it'd be nice if we had somewhere to play regularly,' he recalls. In the 1970s, Chestnut had been a founding member of the Southeastern NC Bluegrass Association. In 1996 he founded the Rivertown Bluegrass Society, serving as president during the group's first year. Now with an estimated 125 members, the Society meets at Coastal Carolina University on the third Saturday of each month.

Take a stroll down toward the Waccamaw, past the old Town Hall, well-preserved and dignified, and the clock tower that rarely seems to display the correct time. Around the block and down by the river is the Kingston Presbyterian Church, built in 1858. If you walk toward the railroad tracks, back under the bridge, you'll see the old peanut warehouse again. Look at the enormous porch on this structure, almost like a stage; see the enormous grassy field and the river just beyond. Wouldn't this make a fine place for a bluegrass festival?

One of Chestnut Mandolin's occasional visitors was an older gentleman who built dulcimers in East Tennessee. When the man died, his grandson befriended Chestnut and spoke fondly of family-oriented bluegrass festivals he'd attended. "He said, 'If I could help you raise some money, would you put on a show like that here in Conway?'" recalls Chestnut.

In short order, Chestnut set up Bluegrass on the Waccamaw as a non-profit corporation, with the help of a friend, local attorney and musician Mike Battle. The first event, held in 1997, was family-oriented, featured eight bands, and was free to the public. Chestnut had retirees on fixed incomes and young families in mind when he set the price of admission.

"A lot of people will come to a free concert that maybe wouldn't pay to come hear bluegrass," says Greg Corbett. "Once they come, they'll come back --and maybe start going to other festivals. You win 'em over as bluegrass fans. If you get enough corporate sponsors, and get businesses involved, it's a tax write-off for them."

Support comes in various forms: financial assistance from various donors, some anonymous; services provided by the city of Conway; door prizes donated by County Sales and Doobie Shea Records; support from local sponsors; and hard work performed by a number of eager volunteers. Russell Moore, lead singer of IIIrd Tyme Out and a veteran of Bluegrass on the Waccamaw, notes the rarity of such an event. "There are a few city festivals where the town's merchants donate money to put on a show, to get people into the town to spend money - but there's very few that are actually sponsored and have free admission. It's a win-win situation for the townspeople, the fans, and the bands."

Chuckling, Corbett adds his thoughts on the subject. "A lot of people charge and still go broke, but Jennings is smart enough that he's figured out how to do it and make it free to the public and everybody still [gets paid]!"

Just as there's room in this world for the Merlefests and the Tellurides, there's also a place for sweet little festivals like this one. The most hedonistic odor that will waft past your nose here is the scent of terrific barbecue, and the wildest thing you'll see are the children, in all shapes and sizes, leaping and playing in the low field beyond the railroad tracks.

"I think that's one of the reasons he liked the Denton festival so much - they placed a strong emphasis on family values," comments Greg Corbett. "That's how he's done his festival from the very beginning: with a strong belief in keeping the junk, so to speak, out - so families could come and bring their children, and not have to worry."

Chestnut's formula for entertainment has remained consistent: the bands he hires are quite traditional, and all, it should be noted, have banjos. A third of the bands hired are well-known in the area (Carolina Sonshine, the Morris Brothers); a third are "up-and-coming" (the Chapmans, the Bluegrass Strangers); and a third are internationally renowned (the Country Gentlemen, IIIrd Tyme Out).

"I've heard Jennings say that we're sort of his host group for Bluegrass on the Waccamaw," says Russell Moore. "It's something that we look forward to every year. We're taken care of really well - all the bands are."

The warm welcome extended by the Chestnuts to the performing bands is becoming the stuff of legend. Remarks Corbett, "Most festivals, I'd say 80% of the festivals across the United States... you're lucky if you can find a jug of water. The backstage area is usually just some straw thrown over some mudholes, and maybe a table to put your instruments on, if you're lucky. Bluegrass on the Waccamaw is really 10 steps above 80% of the other festivals. It's probably got the best hospitality of any festival I've played anywhere in the United States, or Japan, or Canada, or anywhere."

Moore also rates Bluegrass on the Waccamaw in the top 20% of festivals. "The food they have backstage is unreal. It's as good, or better, than at probably 80% of the festivals we play at. Willi and Jennings really seem to take that extra step, to ensure that you don't want for anything, whether you're a musician or a fan. In the tradition of building a business, that's what you've got to have - good word of mouth from all sides."

The buffet setup in the backstage hospitality area is elaborate. Willi Chestnut herself plans the menu, which includes prime rib, baked ham, fried turkey, barbecue, and other foods catered by The Trestle, a popular Conway eatery. Many of the baked goods are prepared by Willi herself, including the pecan bars that are Ray Deaton's favorite. About 200 people dine here throughout the course of the day. "The part that's most satisfying is when the bands come up and hug you and tell you how much they've enjoyed it, and 'golly, they can't eat no more!'" she laughs. "They tell us that they've never been treated like this at any other festival. Jennings has bands calling, saying they'd just like to come for the food!"

Ron Thomason performed at Bluegrass on the Waccamaw with Dry Branch Fire Squad in 1998, and he still recalls the festival's backstage hospitality area. "A lot of festivals don't do that any more - sometimes they're taken advantage of. You can go for years without even hearing somebody say 'thank you'," he laments. "But I remember the hospitality area [the Chestnuts] had set up for the musicians. I've been in the festival promotion business for 19 years, and we run a full kitchen, but it took us a while to get to that point. I remember thinking, 'This sure is a nice thing.' It was really run well. I was very impressed."

The Chestnuts have a growing collection of letters raving about the event (including a card from Thomason). "Every year, people come to me with handshakes big as a catcher's mitt," says Chestnut. "They say, 'If that's bluegrass, we want to be part of it.'" The first festival attracted 900 people; last year's estimated attendance was about 3,500. Attendees hail from as far away as New York, Minnesota, Texas, and even Australia.

His success with Bluegrass on the Waccamaw has parlayed into additional work as a promoter. Since 1999, Chestnut has booked the performers for the Premiere Bluegrass Weekend, held each August at Ocean Lakes Campground in Myrtle Beach. One can see his mark on that festival; many of the acts also perform at Bluegrass on the Waccamaw. Chestnut has also introduced bluegrass to several local schools and civic groups, performing occasionally with a friend or two.

Over the past twenty years or so, Jennings Chestnut has managed to make quiet but significant contributions to the growth of bluegrass in northeastern South Carolina. At the moment, he's getting ready for the fifth year of Bluegrass on the Waccamaw, held annually on the second Saturday in May. He's being a little more careful this year. In October, he noticed a little pain in his chest; he went to his doctor's office for a routine test and ended up with a double bypass and a new valve. Happily for us all, he shows no sign of slowing down.

"He's doing a lot for bluegrass music," observes Greg Corbett. "In the few years that he's been promoting festivals, he's gained a lot of respect from the bands and booking agencies in the industry. He's a friend to the bands first, and then a promoter. And he keeps it in that order."

If you stayed on Main Street and kept going east, past the Tastee Freez, past the new feed-n-seed (built right next door to the old feed-n-seed), you'd eventually end up over the state line. If you turned around and headed south, you'd find yourself back in Myrtle Beach, with all those pawnshops and outlet parks.

But what's the point of leaving? Everything you need is right here in Conway, a town whose old-fashioned values are still kept alive by many of its residents --- and nurtured, with focus and commitment, by folks like Jennings Chestnut.

For more information about Bluegrass on the Waccamaw, please visit http://web.infoave.net/~chmandos/ or call (843)248-5399.