On August 15, 16 and 17 of 1969, almost 500,000 flower children, hippies and middle-class college students came together to take part in what was the culmination of the counter-culture movement.

The Woodstock Music and Arts Festival brought together some of the most revered musical talent of the decade with a mass of American youth, for three days of "sex, drugs and rock 'n' roll."

Woodstock was the musical happening of the 60s, the highpoint for a group of frustrated "radicals" anxious to make their presence known in a backward time.

The children of the middle class were the power behind the counter-culture movement, said Daniel Walden, director of the University's American Studies program. At that time, young people were under the influence of their parents' seeming indifference towards those less fortunate, Walden said.

Elders' attitudes stemmed partially from the financial freedom they were able to enjoy after World War II, Walden said. After the war, many Americans found a surplus of funds, but a deficit of consumer products. The result was a consumer-oriented society, which produced a generation of disoriented young people, he said.

"Young people mixed up the form of something for the essence," Walden said.

The young people of this age realized later in life that a return to the values of long ago was necessary to cure the world's ills, Walden said.

"They were socially concerned, their hearts were in the right place," he said, "you got very caught up in the emotion."

Students at the University felt the spirit of the 60s as passionately as others, Walden said. Students took control of Old Main twice, and dancing and folk singing were integral parts of "Gentle Thursday," he said.

"It was a difficult time," Walden said, "a passionate time, a wonderful time, and a puzzling time."

Despite the opinions of people like Chicago Mayor Richard Daly Sr. and police officers, student demonstrators were mostly non-violent, dedicated to bettering the dismal conditions they saw before them, Walden said.

"Most of what they did was passive, and ineffective," he said.

But for all the protests and sit-ins, America was not ripe for the revolution the students foresaw, Walden said.

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In his book WOODSTOCK: The Summer of Our Lives (Weidenfeld & Nicholson, $19.95), author Jack Curry focuses his attention on four groups affected by the festival: organizers, crowd members, locals and performers, he said.

Curry, who is the Entertainment Editor for USA Today, said he gained the impression that indeed something special went on in August 1969. Those involved with Woodstock shared a common set of values, there really was a sense that the eyes of the world were upon them, he said.

Most attendants Curry conversed with recalled their Woodstock experience with fondness, although some have since gone from "hippie" to "yuppie," he said. But they contend that their current lifestyles are a result of the values that brought them to Woodstock, he said; they attempt to locate those values living in themselves today.

"They want to believe that they have remained true," Curry said.

Residents around the Woodstock area were clearly divided in their reactions to the festival, Curry said.

Some found the event tolerable only because it boosted the area's depressed economy; others were horrified by the concert, he said. An anti-Woodstock sentiment became popular soon after the event, and a local politician was voted in on a "no more Woodstock" ticket, he said.

Perhaps the strangest reaction came from the talented musicians who kept the hordes of on-lookers entranced.

Most musicians treated Woodstock as just another gig, Curry said. The lack of top-quality equipment made for abysmal performances by some, he said; the concert was not a very good appearance for anyone.

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In 1969, Joel Rosenman and John Roberts were approached to finance a recording studio in the woods of Woodstock, N.Y. The opening of the facility would be ushered in with a fantastic party. Roberts and Rosenman liked the idea; the party that is.

"It started out as a venture capital prospect," said Rosenman, now a partner in Woodstock Ventures.

The festival promised three days with the best music and a great time, Rosenman said.

"I think the draw was that . . .it sounded like heaven - no hassles, your favorite music, your favorite everything, " he said.

The number of people who visited the festival far exceeded what was expected, Rosenman said. By the Wednesday before the concert, 50,000 had already congregated, all anxious to snap up the prime seating, he said.

These numbers surprised the entrepreneurs, who were aiming for about 28,000, an audience comparable with the Monterey Pop Festival, Rosenman said.

Sometime during Woodstock, the idea that tickets were needed was tossed aside, and scores of fans strolled in without paying, he said. Rosenman estimates that of the approximately 500,000 concert goers, 450,000 saw the event for free.

By concert's end, Roberts and Rosenman found themselves about $1.5 million in the red, Rosenman said. Luckily, the two were able to recoup their losses through royalty payments, he said.

Performers like the Jefferson Airplane, Bob Dylan, Jimi Hendrix and Sha Na Na were all acquired through a normal engagement process, Rosenman said. There was nothing magic about their appearances - their agents were negotiated with and they were paid well, he said.

Rosenman's most vivid memory of the event is an amusing one. As he waded through the Saturday night crowd -- backpack overflowing with $100,000 in cashier's checks -- songtress Janis Joplin belted out a tune in the backround. It was raining, but it was great, he said.

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Events to mark the anniversary are few and far between. As the result of a long-standing dispute between Woodstock Ventures and Warner Communications. The twentieth anniversary may fly by without so much as a commemorative wimper, said David Feldman, Woodstock Ventures spokesman.

A multi-media / merchandising deal is currently in the works between the two factions, Feldman said, with hopes high that an agreement will be reached by the end of the month.

Problems arose soon after the festival when Roberts and Rosenman found themselves deep in debt, Feldman said. To alleviate some of their financial burden, they sold the rights to the film Woodstock to Warner, he said.

The dispute over who owned what has persisted since that time, Feldman said. With the disagreement settled, perhaps a commemorative concert will be held, or some event to publicly mark the anniversary, he said.

"(Woodstock) was the best in the business in 1969, I think it would be a travesty not to give people the best in the business," Feldman said.

In any event, the negotiations are going well, Feldman said. He noted that negative press which portrayed the discussions as hostile were utterly false.

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Although for many the benefits of Woodstock are the cherished memories of an unforgettable experience, to Steve Gold, president of Steve Gold Enterprises, Inc., Woodstock has more tangible compensations.

Gold sells Woodstock memorabilia to vast numbers of Woodstock attendants, as well as fans who were too young or too old to share in the exhilaration.

But Gold is no golddigger -- in a press release, he said he hopes to give the proceeds from the sales to charity.

Original posters and tickets are the cornerstone of Gold's offerings, while original program books are also available, he said.

Gold is also involved in an effort to rekindle the Woodstock spirit through a concert at the Palladium in New York City, he said. Hopefully the event will take place on July, 27.

Gold remembers the festival with a sense of awe, an event which cannot be matched, he said.

"To me it was the greatest thing I've ever attended . . .it was like being in the garden of Eden," Gold said.

Woodstock conjures up images of more than just a musical happening, the concert defined a generation of young people and proved that the rock 'n roll was not the devil's music.

Perhaps dairy farmer Max Yasgur said it best; perched on the Woodstock stage he quipped, "the important thing you've proven to the world is that a half-a-million young people can get together and have three days of fun and music, and have nothing but fun and music. And . . . God bless you for it."