"My memory, fallible, is that in our meeting with the Maysles, David [Maysles] said that things would be unpredictable, and that we should simply get what we could. We went out to Altamont and sat up on a hilltop about as far away from the stage as could be, so we were completely removed from the 'action' of the event, unaware of the murder that took place."

Another "THX 1138" veteran who landed behind a "Gimme Shelter" camera was Lucas' focus-puller, Stephen Lighthill. He had followed the changes of venues in the newspapers until he received word that he should show up at Altamont with his camera. "That footage you see of people walking against the sunrise is mostly what I was shooting at that point," Lighthill says. "When people started to settle down, David pulled us together in a tent behind the stage; they anticipated a happy day. The idea was we'd go out in the crowd and find groups of people or individuals and make little stories."

A shoulder-brace contraption on which he had his camera mounted allowed him to get some prime footage. "Hells Angels were hassling me all day and telling me to stop shooting," he says. The brace meant he could shoot the action without obviously working the camera; it was look-Ma-no-hands (and no eyes!) filmmaking, and it fooled the Angels into thinking that he'd given up.

"All the stuff with people being beaten on with pool cues was shot by me," he says, "and as long as I wasn't looking at what the camera and the microphone were pointing at, nobody was the wiser. Whatever footage David got of Marty Balin getting knocked unconscious was mostly gotten from us."

Lighthill had his own beefs with David Maysles. "When we went backstage to get something to eat, David looked at us and said, 'What a great day this is!' We said, 'This is a horrible day, what are you talking about?' He didn't want to engage it."

But Lighthill scoffs at the notion that the concert was staged and lit to be filmed: "Nothing was done to accommodate the movie, everything was working against the purposes of filming. Normally in that situation you'd have the head camera person come in and handle lighting. There were no stands for the cameras, the way you'd do it now, and no communications." Lighthill also ridicules Rolling Stone's contention that the cameramen had Hells Angels bodyguards. "That's absurd! We were threatened as much as anybody else."

Lighthill prides himself with having caught "one of the most amazing sequences" of the concert: "This guy comes up behind Mick Jagger, freaked out, with his hands clenched and his face distorted. I've got Mick Jagger out of focus in the right part of the frame while the Hells Angels grab this guy back off the stage. A friend said, 'Only you would dare to shoot Mick Jagger out of focus.'"

To Lighthill, "The real hero of the making of the film was Charlotte Zwerin, who edited it and got a directing credit. I was stunned with what she got out of my footage. She compressed it and gave you the sense of a buildup of tragedy that you otherwise wouldn't have."

Zwerin joined the production only after Altamont. She gave the Maysles the idea for the film's signature images: that of Jagger inscrutably viewing the footage of a disaster. "I got a letter in Paris from David, saying that he thought they had a wonderful picture -- would I come back and work with them on it?" she recalls. "When they said they would show it to the Rolling Stones, I said you should shoot that. We needed a device: a way structurally to let people know what this movie was about early on. We were there very soon after the tour and they were being heavily criticized and were not about to talk at length about it. But it was not our intention to point fingers at them. The film doesn't absolve them and it doesn't say 'you're guilty' either."

Were some of Zwerin's selections meant to epitomize what was happening generally during the day -- like the plethora of bad trips? "It's what you did see in the footage: Many of the kids had been there all night, they'd been partying, so it comes as no surprise that you see people out of their heads very early on. From the point that you get Altamont in an aerial shot, you are telling the story of a day going by, and telling it in a certain amount of time. One had to give that sense of what the day was like, what was involved and how it progressively got worse."

I told Zwerin that Booth loves the film but thinks that it gives a misleading impression of the concert. He says that the Stones did not know if anyone or if dozens were murdered when Hunter was killed -- yet the band experienced a weird psychic release after Hunter's body was removed, and that release generated a peak performance.

Marcus, who doesn't love the film and had a hideous time at Altamont, also says the Stones were amazing that night.

"There's no question that after 'Under My Thumb' [the number they were playing when Meredith Hunter was killed] they began to play with a really astonishing sense of drama," he says. "That's the best way I could put it. I don't mean this was intentional -- it was almost as if the only way they could get out alive was to play so well that people would step back from them in awe. I'm not talking about calculation, but an instinct. There's no question they could have been in danger from the Angels; the Angels had already hit Marty Balin, and Mick Jagger was just a prancing little faggot to them.

"The performance of 'Gimme Shelter' was one of the most powerful things I'd ever heard. At one point the Maysles sent me tapes of the entire Stones performance uncut; it's out of a horror movie. The attempt to get a song started, the waves of terror going through the crowd, the way you feel the beat, and everybody's expectations, whether of the band or of the audience, broken into pieces -- the sense that anything can happen, and that nobody knows what is happening, is stomach-turning."

But Zwerin doesn't regret leaving any of that out. "We're talking about the structure of a film. And what kind of concert film are you going to be able to have after somebody has been murdered in front of the stage? Hanging around for another hour would have been really wrong in terms of the film."

In the end, the Maysles shouldered over $450,000 in additional expenses and had to wait for months for the Stones to sign releases so the film could be distributed. (New York real estate tycoon Leonard Holtzer eventually financed the movie's completion.)

Zwerin rejects the suggestion that she shaped the film to depict how the group fed off the aggressions of its audience. "I always compare the Rolling Stones to Frank Sinatra," she says. "If you ever saw Sinatra in his heyday, the way the audience acted was amazing -- it was the same thing, trying to shove their way onstage, and all this screaming and swooning. So was he asking for that? They're doing what as artists they intend to do. I assume they want a reaction or they wouldn't bother. But I don't think it's predictable -- onstage you do this, and that will happen in the audience. Sinatra was a skinny little guy who stood there and sang -- beautifully."

To Lighthill, beauty and ugliness will always jockey for attention in "Gimme Shelter": "It is schizophrenic; it deserves some criticism because it is two films, and one corrupts the other. You can't enjoy the concert footage in the first part fully because you know someone dies in the second part, where it becomes a documentary about a concert that goes bad. But I think in retrospect it's a better film than people made it out to be."

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