In 1969, Neil Armstrong became the first human to set foot on the moon, gasoline was 35 cents a gallon, and the first message was transmitted on the Internet.

It was a time of change but also rebellion. Race riots continued after the death of Martin Luther King Jr. the year before. Protests escalated across the country against the war in Vietnam. By the end of the year, winning the lottery would mean a trip to Vietnam, whether you wanted to go or not.

And then there was Woodstock.

Billed as three days of peace and music Aug. 15 through 18, 1969, the music festival became not only one of the largest concerts in history (close to 500,000 people) but one that would change the history of music and society. It was held on Max Yasgur's 600-acre dairy farm in the rural town of Bethel, N.Y., after the town of Woodstock decided not to allow it. Concert goers witnessed 32 acts, including some legendary performances by The Who, Santana, Janis Joplin, Creedence Clearwater Revival, Joe Cocker, Sly and the Family Stone, Jimi Hendrix, Cosby Stills Nash and Young and Joan Baez.

Movies continue to be made about it ("Taking Woodstock" is expected to released Aug. 28). Much has been written about it. Nobody has been able to duplicate it. And 40 years later, it is a memory that will never be forgotten by those that were there. Three who went now live in St. Joseph. Here are their stories.

DAN TRIFAN

On Life magazine's 20th anniversary of Woodstock cover, you can see a photo of Dan Trifan and his brother pictured among the masses at Woodstock, listening to the music in the rain. He was 17 at the time, living about 100 miles away in Teaneck, N.J. He had just graduated from a prep school in New York City and planned to go to Princeton in the fall. Ironically or coincidentally, he would end up dropping out of Princeton and becoming a professional musician, playing with bands such as Blood, Sweat and Tears. He now is a pony-tailed history professor at Missouri Western State University.

Mr. Trifan still has the three-day advance ticket he bought to Woodstock for $18 ($6 a day). It's in perfect condition, because he never used it. He remembers how he, his brother and two friends were driving to the concert around 10 a.m. on Friday - the official start time of Woodstock - and noticed a back-up of cars as far as they could see.

"They were no longer taking tickets," he remembers. "People were coming in from all sides. They said the New York freeway was backed up 60 miles."

What he would learn later is that the organizers had been expecting only 50,000 and were so overwhelmed with the crowds that they gave up taking tickets and made it a free concert. The group decided they could walk faster than the cars were moving, so they parked their car and walked, elbow-to-elbow with other concert goers, about five miles, taking two hours to get there. By Friday evening, they were able to work their way through the crowd, getting unexpected camera time in the Woodstock documentary released in 1970.

"They panned right past the front of the stage," he says. "We were only about 60 or 70 feet in front of stage center."

The music was continuous, he remembers - 24 hours a day non-stop. Although his group ran out of water and food, they didn't want to make their way back to the vendors or they would lose their spot. They also brought sleeping bags but abandoned them after a heavy rainstorm on Saturday.

"Everything was awash in mud," he remembers. "But at that point, we didn't care. We were having a great old time. We would take a shower when we got home. It was the most friendly, peaceful crowd I've ever seen," he says. "Everyone was there to have a good time and enjoy the music and everyone else. It was after Altamont (the infamous, violent Rolling Stones concert in Dec. 1969 where three died and one was murdered), I realized things like this can only happen once."

JAMES AGRO

James Agro was 23, working for Zerox Corporation in Webster, N.Y., and playing in a band on weekends. He was driving with his cousin along Interstate 90 Friday evening and discovered Woodstock by chance.

"There was a whole bunch of people waving signs," he remembers. "Signs said 'Woodstock concert this way.' I remember the word free. We figured we would be there a couple of hours and leave."

But as they got closer, the traffic slowed to a stop. They thought there was a major accident. He would soon learn how big this concert was. State troopers told them they couldn't go anywhere. The only way in or out was by helicopter, even for the performers. And once there, he realized the only trips being taken were of the psychedelic variety. Drugs were everywhere, he remembers, with giant rolls of marijuana passed around wrapped in sheets of the Yellow Pages and people selling about anything one would want, legal or illegal. The music was loud. He figures they must have had a mile of wire to some of the speakers. Then on Saturday it rained, and he says it really began to smell.

"It was getting miserable. It was hot and humid, and people were urinating and defecating in the trenches."

He was able to buy a brown tarp for $10 from a vendor, and that made everything a little more tolerable. But as soon as a road was opened up, they left.

"The music was OK, but we just wanted to get the hell out of there."

SUSI RAINWATER

Ms. Rainwater was a 17-year-old "hell raiser," as her mother called her. Her father said she was a rebel. She had just moved to Maryland and heard about Woodstock.

"A lot of people wanted to go see the Grateful Dead and Hendrix. I didn't," she says. "I wanted to go see (Joan) Baez."

She would stay for the entire festival and even helped pick up trash at the end, something the movies and documentaries never mention, she says. But overall, the movies have been pretty accurate, she says. In fact, she is in one of them, dancing in a white dress. And it is true, she says, there were lots of drugs (which she might have done), people having sex out in the open (something she did not do), babies born on the site (they announced it on stage) and bad smells from too few toilets (Everyone used a creek, which they called the river.)

But the people, she says, were all very nice. If someone ran out of something, somebody else had it. Even the notorious Hell's Angels were on good behavior. And another thing the movies missed, she says, are the conversations. Many people had serious concerns about the future, especially being drafted into war.

"We were not there to protest the war, although we did," she says. "Some of the music was very anti-war, and yet it was done in a peaceful way. There was no hate."

Joan Baez gave an incredible performance, just as Ms. Rainwater hoped she would, but she says the performer that stood out above all was Jimi Hendrix. When he played his rendition of the "Star Spangled Banner" in the early hours of Sunday morning, everyone was just in awe.

"He was part of our revolution," she says. "He stood up and was himself. And that was what the whole thing was about."

When she got back home, she called her parents in Wathena, Kan., to tell them she was safe.

"I saw you (on TV). You are so grounded!" she remembers her mother saying, even though she was 1,500 miles away. "Dad thought it was funny and said I showed spunk. I would do it again in a heartbeat ... only I think I'd ask Dad if he wanted to go."

Lifestyles reporter Sylvia Anderson may be reached at sylviaanderson@npgco.com