Oh, we had a cover story for spending the $500 -- that we could use a roving tutorial center to reach kids beyond the old mill towns where we were soldiers in the War on Poverty. We no doubt hoped that would be the fate of the bus, eventually. But first we tore out the seats, painted the sides bright red-white-and-blue and etched on the name of a nonexistent rock band, Frankly Dankly and His Seven Little All-Americans. Then we loaded it up with turkeys and pancake mix and headed over the Berkshires to a muddy farmland in Bethel, N.Y. We actually had tickets for the three-day Woodstock Music and Art Fair, our coterie of idealistic college students who exemplified an era that blurred the line between political activism and experimenting with new lifestyles. We'd spend days helping low-income families find housing, then gather at night to mull our motives and shed our inhibitions with encounter groups that left us half-naked on the floor. We would open a community center with a parade down Main Street. This weekend's 40th anniversary of Woodstock is spawning a new torrent of recollections of that summer that may leave generations born before and after screaming, 'Enough!' But trust me, the Frankly Dankly saga is not just another baby boomer nostalgia trip, for from our crew came a movement that's a lightning-rod today. The Office of Economic Opportunity had been established by President Lyndon Johnson to spearhead his Great Society anti-poverty efforts, but President Richard Nixon was skeptical of it and in 1969 put a pair of up-and-coming Republicans in charge. Let's not blame Donald Rumsfeld and Dick Cheney, however, for what we did with their money -- North Adams, Mass., was far below their radar. Our adventure began with two fellow Williams College students who had spent time in this community of 18,000 built around a brick factory that once made Civil War uniforms. The flight of the textile industry south had devastated New England so they assembled a team of 18 to help out here and in nearby Adams, some with full slots in VISTA (the Volunteers in Service to America), others dubbed VISTA Summer Associates. Several of us had just graduated from college, but two girls from Bennington College were merely through freshman year and sauntered about in big, floppy hats. I was only a year older but had street cred as a New Yorker who'd marched in my first demonstration while in my mother's womb, though I'd also worked as a riflery instructor, trained by the NRA. Bill Cummings was the son of a West Point graduate and had married a fellow military brat, Salli Benedict, but had become disenchanted with the war after seeing the wounded in a Philippines hospital, where his father was based while staging night bombing raids over Vietnam. Chris Kinnell was a lanky basketball player from supposedly laid back Pacific Palisades in Los Angeles. Bruce Plenk was a self-described 'save the world type' from Utah who believed that a crusade for social change could be waged with 'a lightness and fun to it.' Wade Rathke was not about lightness and fun. The onetime Eagle Scout from New Orleans was, like Cummings, married already at 20. Though he attended the same elite college as we, Wade had supported himself for a time driving a forklift. He had taken a year off to do draft counseling only to become disillusioned when better-off kids were all that came through the door. Now he'd lean silently against a back wall at our meetings, a cigarette dangling from his mouth. Our orientation coincided with a Boston rally of the National Welfare Rights Organization, where we met Saul Alinsky, who had become a legend organizing around the Chicago stockyards. 'When you come into a community, you don't have `issues,' ' Alinsky told us. 'You have `sad scenes.' Your job is to turn those sad scenes into issues.' But how many college kids had what it took to go door-to-door in housing projects to convince welfare mothers to sit in at a government office to obtain back-to-school clothing for their kids? The Welfare Rights honchos saw one candidate in our crowd, Rathke. I think many of us were relieved when he agreed to organize the city of Springfield, an hour east of our western Massachusetts towns. For the rest of us, the work seemed snake-bitten that summer. We spent weeks promoting a meeting of tenants at a church in North Adams only to have astronaut Neil Armstrong pick that night to step on the moon. The two locals who showed up must have been the only ones around without TVs. Then it poured the day we opened the community center in an old supermarket. Still, we danced into the wee hours to a band that did perfect covers of Three Dog Night hits ('One is the Loneliest Number') and soon would play as a warm-up act at ... well, enter the bus. Ads for the Aug. 15 to 17 Woodstock festival promised 'Three Days of Peace & Music,' peace first, music second. The promoters expected 50,000 people for a celebration of an egalitarian spirit with 'painting and sculpture on trees (by) accomplished artists, ghetto artists and would-be artists.' But what attracted us were acts such as Janis Joplin, Jimi Hendrix and Crosby Stills, Nash & Young. If purchased well in advance, three-day tickets cost $18, so the Bennington girls collected that and mailed in our money. Cummings floated buying the school bus a week into August, saying we could reach rural families. That's when I piped up, 'Why kid ourselves?' for we all knew the real motive. Counter-arguments flew back: The bus cost next to nothing. We were paying ourselves a pittance, $25 a week. We could say the $500 was from donations from college alumni, never mind that all our funds were mingled. But I was an effective spoilsport. We voted down the purchase. Then everyone got drunk, or whatever, and in the morning we bought the bus. We did paint it off-hours. Then we paid a local sign man to letter on the 'Frankly Dankly and his Seven Little All-Americans,' a name students at our college used for a phantom band they kept promising would play at parties. We bought sleeveless T-shirts and painted 'F.D.' in red on each. Salli Cummings, our Earth Mother at 21, roasted the turkeys. We took off mid-morning Friday, Aug. 15, our kazoos playing Canned Heat's 'Going Up the Country.' The bus drew stares whenever we stopped, which was at almost every gas station because it wouldn't hold oil -- there was a reason we got it for $500. In quaint Millbrook, N.Y., a couple hurried their children into their car at the sight of our bus. There was a power to the budding Youth Culture, even if it split our society. The traffic became inch-along dense miles from Max Yasgur's farm, where the festival would be, but we talked our way through one checkpoint by insisting, 'We've got Mr. Dankly's equipment in the back!' Then a second security guy checked, saw only our kazoos, and guided us into a field with two dozen other painted buses. Mud already was caking the sneakers and moccasins of the thousands of youths in their own floppy hats and painted T-shirts trudging like refugees in a war zone past where cattle had grazed a day before. We joined the procession and 45 minutes later heard the dim sound of music. We glimpsed the makeshift towers behind the stage. They'd given up on taking tickets. We were directed up the far side of a hill, sensing the mass of people but seeing little. Finally, we made a left and took in the spectacle through dimming light: We were halfway up a natural amphitheater that once was an alfalfa field but now resembled a staging ground for the Roman legions. Though we were a quarter mile from the stage, it looked as if every inch was packed, with more people than we'd ever seen in one place. Years later, we could not be sure what we witnessed and what we saw in the Woodstock movie. A few of us thought we caught the opening act, Richie Havens, but the first I recall was Country Joe McDonald, doing his anti-war ditty, 'And it's one, two, three/What are we fighting for?/Don't ask me I don't give a damn/Next stop is Vietnam.' Then I went exploring up the hill and lost our group. The Youth Culture that had gotten us so much attention en route swallowed me up. After the night ended with Joan Baez's 'We Shall Overcome,' I feared I'd never find the bus, but did, somehow. The next morning, Bill and Salli made pancakes for hundreds of passersby. So the bus did do some good for humanity. Saturday was a wet blur. Someone had to wake Bill so he could hear Sly and the Family Stone. Sunday, we were gone long before Hendrix performed his agonized Star Spangled Banner. We were intent on being at our $25-a-week jobs Monday morning. Before we knew it, most of us were back at college, but a core stayed in North Adams and engineered one tangible success, construction of low-cost housing. Little was said of the bus, which never made any community rounds. Suffering from a cracked block, it was last spotted in a field, left to rust into oblivion with our memories. It took work to find some of the crew: Bill Cummings is a Ph.D. ecologist who monitors development projects in Pakistan but lives outside Chapel Hill, N.C. Though he's no longer married to Salli, she's there too, directing public health programs, the latest targeting obesity among poor women, and they dote over four grandkids, recently taking a couple to an outdoor concert by Bob Dylan, Willie Nelson and John Mellencamp. After years as a legal aid attorney, Bruce Plenk coordinates solar energy projects for the city of Tucson, Ariz. Our basketball player from Los Angeles, Chris Kinnell, is a minister in upstate New York, just back from a mission to Zimbabwe. The guy who swore we passed the hat to buy the bus, John Kitchen, is a lawyer who works with the disabled in New Hampshire. One of the Bennington girls became a psychologist. Wade Rathke, in contrast, was a snap to find. He's been living what he calls his 'Britney Spears moment' since the presidential race that put Barack Obama, a onetime community organizer, in the White House. That's when the organization Wade founded, ACORN, hired 8,000 canvassers to register 1.3 million voters, leading backers of Sen. John McCain to accuse it of trying to steal the election. Wade never did return to school that fall of '69, but the local papers reported his progress in Springfield, leading hundreds of welfare mothers demanding vouchers for winter coats. He was thinking of returning south to establish 'a strong conflict group,' concentrating on poor whites. Then he was gone, to Arkansas, to launch the Association of Community Organizations for Reform Now. Nowadays, he's a favorite villain of the right. 'I'm not surprised that I'm seen as a dangerous dude,' Wade said when we reconnected for the first time in four decades. 'In fact, I am.' I asked him about his bid to organize 'the rest of the planet,' as one report put it, but I mostly wanted his explanation for missing the Frankly Dankly bus. 'Knew about the bus,' he replied. 'We had seats on the bus.' It seems his wife, Lee, (now his ex) had been intent on going with us and shelled out $36 for two sets of tickets, but Wade was not going to be diverted from his Welfare Rights work. Yet over the years his memory combined the summer's events into a semi-fable that had Woodstock Weekend as the turning point in his life. The tale had him driving his Ford Econoline van to meet us only to have it break down, so he hitched instead to Springfield and resolved to become an organizer. 'Who knows where I would have wound up if I had gotten on the bus with you guys,' he said. 'I might have thought I had a future shaking a tambourine in a rock 'n' roll band.' The summer of '69 was a turning point for me, as well. I found I was a pretty good observer and, perhaps, had a conscience. Later, when I gravitated to investigative reporting, and projects on working conditions and health care, I thought of Alinsky's exhortation about turning 'sad scenes' into issues. But I was pulled toward entertaining people, as well, and thought of our embrace of lightness, a quality often overwhelmed by the meanness today. My wife and I go to the Berkshires each summer and North Adams is a regular stop, for the factory that made Civil War uniforms has become a great museum, MASS MoCA. I take back roads, on the fantasy I'll spot kids playing in a patch of high grass, in the corroded hull of vehicle with a trace of odd lettering on the side. 