During Frieze Week, Los Angeles is awash in pristine booths and blindingly white walls. But one of the buzziest shows in town is unfolding on scuffed linoleum beneath fluorescent lights inside a former discount store on Wilshire Boulevard.

Now through March 1, Barry McGee has reopened a shuttered 99 Cents Only Store at 6121 Wilshire Blvd., transforming its 20,000 square feet into a dense, anything-goes art flea market. The pop-up is free to visit daily from 11am to 6pm and much of the building’s former life remains intact, from the original signage and aging fixtures to floors worn down by decades of bargain hunters.

RECOMMENDED: The Other Art Fair is coming back to L.A. at a different location—and with a few new tricks up its sleeve

Instead of neatly hung canvases, you’ll find paintings stacked against old shelving units, shopping carts dangling from the ceiling and works packed into aisles. You can even “check out” your purchases at the register, complete with a sticker and receipt—a tongue-in-cheek nod to the building’s retail past.

“It’s total pop art,” gallery heavyweight Jeffrey Deitch told the Los Angeles Times at the February 22 opening. “Only Barry could do this.”

Presented in collaboration with The Hole Contemporary Art and Jeffrey Deitch Gallery, the project leans into the irreverent spirit that has defined McGee’s career, from his early days in the Mission District graffiti scene to major museum shows. Founder Kathy Grayson has described the space as something of an “artist healing center,” and the week’s programming backs that up. Expect live bands and performances throughout the run, culminating in an Anti-Fascist Zine Fair on March 1.

The takeover sits just a block from the Los Angeles County Museum of Art, placing it squarely in the Frieze orbit without feeling remotely corporate. A few doors down, another group exhibition organized by Grant Tyler has popped up inside a former Sizzler, turning this stretch of Wilshire into a scrappy satellite art district.

In a week dominated by VIP previews and eye-watering price tags, McGee’s art bazaar is a needed reminder that L.A.’s creative energy can still thrive in unexpected spaces.