I nearly miss the building as I walk past, but the sounds of jazz seduce me. Behind its inconspicuous exterior and dimly lit front room filled with gym equipment is a spacious room bursting with art.

This pop-up art exhibit on Main Street and California Avenue Saturday night is Downtown Boogie Woogie, organized by local artist Fernando Reyes. Works from Reyes and five others adorn the walls of this impromptu gallery, where spectators admire the artwork as they listen to jazz from a trio of musicians, including Sean Carbone, the guitarist from local band The Lique.

Upon entering the gallery, one of the first things that catches my eye is a gallimaufry of vibrant, oversized collages. The collages include anything and everything, from a photograph of Oprah Winfrey to an entire coat suit melded onto canvas to painted, 3D breasts. This is the artwork of 82-year-old Leumas, who’s been a professional artist for “only 40 years.” His artwork provides a fun social commentary on life, with the intermingling of pop-culture icons and elements of sexuality. The artwork is random and full of spunk—just like its Boston-native creator, whose alias is actually his first name spelled backwards.

Before I can get too far past Leumas, an enthusiastic older woman and a man in a bright blue top hat approach me. I’m then guided to a wall of art from the lively and talented character that is John Pacheco, who has done extensive work with the Latin Chamber of Commerce (his art was featured on their directory cover in both 2000 and 2006). He paints detailed cultural pieces and portraits, along with abstract art that “is a feeling.” Pacheco has also done commission work for Larry Ruvo, founder of the Lou Ruvo Brain Institute; a portrait of Jerry Tarkanian signed by Tark himself; and more timely pieces, like a comical mural Downtown depicting Donald Trump and his proposed national barrier.

I ask Pacheco about what inspired some of his more risqué pieces, which depict women licking toes. I appreciate his blunt honesty when he answers, “I have a foot fetish.”

Pacheco’s intriguing art wall melds in with photographer Frankie “Darkstar” Weilbacher’s photos. This licensed dispensing optician launched his photo project about six years ago after garnering extensive knowledge about lenses. A majority of Darkstar’s work revolves around nature and cityscapes and the abstract and symbolic shapes that desert foliage creates. He only makes one of each photo—he doesn’t save digital copies or make prints. After much debate, he decided to take this nontraditional approach, so that every piece would only ever be an original. You can also see his photos displayed at Unhinged. And yes, Frankie is considering legally changing his last name to Darkstar.

Next to Darkstar’s work is a giant, fierce, pink and green panda bear, next to an illuminated shadow box and a creature whose head looms a couple feet above mine. This art is from Spencer Olsen, a multimedia artist who draws inspiration from Adventure Time, and LA-based artist David “Bonethrower” Cook. Olsen’s murals have added color to the Life Is Beautiful Festival for the past two years, and his intricate pieces are random and fun; he doesn’t interpret them too seriously, although he says that some do. Some say his larger-than-life creature with a beard like that of Adventure Time’s Ice King looks like a yoga sensei master with a serious following.

Some pieces in the exhibit, however, are not so lighthearted. The paintings of Ana Lorenza Jimenez come from deep and personal inspiration. She slashed her self-portrait before stitching it back together as a striking symbol of repair and growth. Many of her pieces are oil-based, but some are a mixture of watercolor and pencil, such as a colorful piece that represents her sister.

Last up is the artwork of organizer Fernando Reyes, which lines the back right wall. Reyes’ style is diverse, and he works with many mediums. With artwork dating from 1996, his collection is broad and extensive. His repertoire ranges from Bob Marley paintings to naked, Romanesque women in Las Vegas landscapes to a drip art piece he calls the “Pollock Showgirl,” except that he “broke Jackson Pollock’s rules.” Inspired by the Vegas skyline every time he steps outside, Reyes also tries to incorporate gambling into his pieces, because although he’s not a gaming enthusiast he says every day is a gamble for everyone. “I’m taking a gamble with my life,” Reyes says. “I’m taking a gamble by making art.” Reyes’ art can also be seen downstairs inside the Arts Factory, and if you’re lucky you’ll catch him creating art live Downtown.

For April’s First Friday, Reyes will be showing his work in “Fernando’s Paint Away” at the same multi-use building at 1201 S. Main St. Reyes will work with other local artists, musicians and charities in the very near future to host more pop-up art events. After the outstanding and eclectic collection of talent I saw on Saturday, future events are sure to impress.