weak advertisment, weird time of year, need more genres performing, not just hip-hop.
Get out to all southern California radio stations and advertise the event. Have them give away some tickets. Create a profile on popular social networking sites (myspace, facebook, twitter, etc.) and request people with similar interests in the socal area, then post bulletins about the event like CRAZY.
The holidays are around the corner, so people are getting a lil' stingy with their cash. It's also getting a little chilly, which (personally) would keep me from going to an outdoors festival. Moving it to an earlier time in the year (spring-fall) would be better. I would avoid mid May thru the middle of June, though, since those are finals weeks for many students.
And lastly, the line-up this year was a little out of whack. Two HUGE punk bands... and pretty much everything else was hip-hop (with a few exceptions.) Work on getting bands from all genres- that will attract more people. More reggae, more punk, some indie, hip-hop, even acoustic and spoken-word artists (Jello Biafra!)