Not all of the Halloween fun in Delaware is scary. In fact, some of the best fall activities in Delaware are perfect for a family outing – including hayrides, train rides and even some scarecrow-making and a “cackle contest.” Check these out:

Sea Witch Halloween and Fiddlers FestivalSea Witch Halloween & Fiddler’s Festival (Oct. 24-26)
One of the beach area’s most colorful fall festivals, this quirky weekend celebration includes a Sea Witch Parade and Costume Contest, a Fiddlers Contest, the Sea Witch Cottage and Heritage Craft, and a Best Costumed Pet Contest. Just in case that wasn't enough, there’s a "cackle contest" for all witches and warlocks, soap carving and fish printing for the kids, a kids' dinosaur safari, scarecrow making, a broom-tossing contest, and Trick or Treating and a haunted bonfire in Dewey Beach.  The 411: Festivities take place at and around the Rehoboth Beach Bandstand on Rehoboth Avenue.

Steamin’ Halloween at the Marshall Steam Museum at Auburn Heights (Oct. 26)
There’s family fun galore at this museum, where kids get to ride in the 1/8-size steam trains and antique autos, see the world's largest operating collection of Stanley Steamers, and sample free popcorn from a steam-powered popper.  Mansion tours are available. The 411: 3000 Creek Road, Yorklyn, DE 19736. (302) 239-2385.

Fantasy Trail at Cape Henlopen State Park (Oct. 24-26)
Kids are encouraged to pull on their costumes and come for some trick-or-treating with their favorite storybook characters. Each evening under the tent, there will be singing, juggling, magic and more. The 411: 15099 Cape Henlopen Dr., Lewes, DE.

Wilmington and Western RailroadHalloween Express on the Wilmington & Western Railroad (Oct. 26)
It’s time to dress the kids up in their costumes and board this antique steam-powered train as it winds its way through the fall foliage of the Red Clay Creek Valley on its way to Mount Cuba. Don’t be surprised if there’s a visit from a friendly witch (or two) during the ride. The 411: Departure times 12:30, 2:00 and 3:30 p.m.

Hagley Hayrides (Saturdays in October)
Bring the family for a hayride along the Brandywine just as the fall foliage reaches its peak at the old DuPont Co. gunpowder mills. Visitors can create fall-themed crafts and see a gunpowder explosion, the roll mill in action, and working nineteenth-century machines. The 411: 200 Hagley Creek Road, Wilmington, DE 19807 (Hagley’s main entrance off Del. 141).