Standing backstage at Sunday's Soundset festival -- in a parking lot outside a horse track in suburban Shakopee -- Philadelphia rapper Freeway had to admit, "This is definitely like nothing I've ever seen."

Soundset '09 was like nothing Minnesotans have seen, either, including the thousands who caught last year's inaugural incarnation of the independent rap fest.

Thanks to the only other big show in the metro area for the holiday weekend, the Twins, the daylong concert put on by Minneapolis hip-hop label Rhymesayers had to move from its 2008 site outside the Dome to Canterbury Park.

"Two horse stables and a microphone" was the going joke Sunday. Smirks also came up when north Minneapolis-reared rapper Brother Ali delivered his lyric, "I'm a thoroughbred of the most excellent kind."

The event, however, did not suffer from its suburban flight and even managed to pick up a few thousand more fans. Attendance neared 15,000, according to organizers, who said the summery weather countered the switch in location.

Mostly, though, the address change earned a resounding "so what?" from attendees.

"You can have hip-hop anywhere nowadays," said Chaska High School student Tyler Gerbauer, 17, who attended both Soundset fests.

Manning a booth selling T-shirts with Minne-centric hip-hop slogans ("Moneysota," "Minnesota -- I'm reppin' it"), Eric Delaitsch was not surprised to be doing a brisk business even out in Shakopee.

"It's mostly white suburban kids who listen to hip-hop anyway," Delaitsch said.

One of the members of Soundset's headlining act, DJ/producer Ant of Atmosphere, admitted he was surprised by the event's repeat success. "That's why I don't handle any of our business matters, because I really thought we wouldn't do as good out here," Ant (Anthony Davis) said.

In addition to two stages and a DJ tent, Soundset featured a low-rider car show, break dancing battles and a skateboarding half-pipe area. The medical tent reported more problems with skateboard injuries than from the heat or alcohol.

Adding to the mix were camera crews from MTV2 and Cinemax. The latter network was filming Minneapolis' P.O.S. for its series "Max Tour Stories." MTV was there to profile Minnesota artists in a new series on independent music scenes.

Soundset offered plenty of non-Rhymesayers acts from the Twin Cities a spot in the sun, including Heiruspecs, Sims and Mike Mictlan. More out-of-town acts also performed, including the Pharcyde, Sage Francis, Peruvian MC Immortal Technique and masked rapper MF Doom, who put on a bizarre set in which he battled another guy pretending to be him.

Mictlan, a rapper with Minneapolis' Doomtree crew who's originally from Los Angeles, said, "This event is good for all of us. California has had [independent hip-hop] shows of this size for years, but who'd have ever thought there'd be one this big in Minnesota?"

"Especially in Shakopee."

Set lists and commentary at startribune.com/poplife. Chris Riemenschneider • 612-673-4658