HOLMDEL, New Jersey — They were all there. Thugged-out hip-hop heads, beer-guzzling frat boys, goth girls, bikini beauties, punk rockers and balding parent-types turned up at the P.N.C. Bank Arts Center for the Area 2 Festival featuring Busta Rhymes, David Bowie and the concert's creator, Moby.

After opening acts Ash and Blue Man Group finished their sets on the main stage, more audience members trickled in and set up blankets and lawn chairs on the grassy knoll above the assigned seating in front of the main stage. Just as people were getting cozy, a voice boomed over the PA system, "Are you ready for the Flipmode Squad? Make some nooooise!" And like that, Busta Rhymes and Spliff Starr ran to the center of the stage singing "Ante Up."

Dressed in a conservative, decidedly un-Busta get-up, the only thing showy about his outfit, a red T-shirt and jeans, was the diamond earring that could cause even the farthest spectator to squint.

It's been said before, but it bears repeating that Bus is a phenomenally energetic performer who, perhaps unrealistically, expects the audience members to have as much endurance as he. Animated almost to excess, he's got a facial gesture or body movement for every syllable of his songs. "Get up!" he urged. "I know you didn't waste your money to be some potato sack motherf----er."

Before he and Spliff began to sing the opening to "Genesis," Busta assured the audience that he really has a good voice, or as he put it: "I've got a little Barry Manilow up in my motherf---in' ass."

The crowd got excited by "Smoke Weed Tonight," but really exploded when that moved into Busta's solo version of A Tribe Called Quest's "Scenario."

At the time when the performer generally "takes it down a notch" to talk to the audience or introduce a new song, Busta took the opportunity to thank the sound techs. "Prop the people who make the sh-- sound good for you motherf---ers," he instructed the audience.

To resume the energy, Busta went right into a "Dangerous"/"Put Your Hands Where My Eyes Could See" one-two punch and the crowd went wild. But still not satisfied, Busta had to have yet another word with the audience. "You lazy motherf---ers. You are offending me at this point. I'm here busting my ass like a Tae Bo video. I come here to share my blessing and ability with you and you motherf---ers are going to sit there like you don't know how to appreciate a motherf---er. If you sit down from now to the end of the show, like you over there with your f---in' CHiPS shades on, we're gonna make a spectacle of you."

With a lashing like that and just two more songs left, it wasn't hard for people to take his orders.

Spliff and Busta lapsed back into their comedy routine, which was more filled with sexual content than actual humor, but the fans enjoyed it, especially because it segued into big crowd-pleasers the "Break Ya Neck" and, of course, "Pass the Courvoisier," which he did. Busta and Spliff passed around a bottle of the titular spirit and let people at the front of the stage have a swig before sending it off to the next person.

After some quick product plugs, Busta said, "You really made me feel happy today. I love the love that I felt. I'm gonna see you again."

Set far off the main stage, but always within earshot, was the incessant bass thump of the Playstation 2 Dance Tent, which featured sets by John Digweed, DJ Tiesto and DJ Tim Skinner. Inside the misty cavern were all the hallmarks of a kickass rave: double lightstick dances, invisible ball trickery, a corner full of spinners wearing fairy wings, and the latest wares for Playstation 2.

Many people either spent less than 20 minutes in the tent or skipped it altogether.

A class act all the way, David Bowie had his name in lights, literally. It was a classic stage set and set the tone for the upcoming performance.

Debonair David Bowie stepped onstage alone wearing a black suit vest and an untied blue tie, his blond hair blowing in the breeze. The man is fantastic looking.

He hugged himself and blew into his hands, acting like he was fighting a chill. The temperature was 90 degrees -- minimum -- at the time.

As he began singing "Life on Mars?" the rest of the musicians filed onto the stage and the song came to a crescendo, the Bowie lights got even brighter, and the crowd burst into applause. Wordlessly, Bowie moved on to his next selection, "Ashes to Ashes." When he finished that, he tried his hand at performer/audience banter, mocking the usual conventions and hollowness of such chatter. "Now's the point in the show where the artist says it's time for two songs from the new album. But you didn't think it would the first two songs. Ha!"

When he finished with "Cactus" and "Sunday," David Bowie did something peculiar. He started hawking Stylophones, what he called the first synthesizers, for $19.99. He said he had them in both yellow and white and told the crowd that he'd be selling them after his set.

While everyone was perplexed, Bowie moved right into "China Girl" and then "Fame" and quickly got the crowd's mind off of what they'd just seen.

During "Fame" Bowie shone. Such the cool cat performer, he was acting out blowing on dice and shooting craps, he pretended to be a cowboy and put his guns in their holsters. He did a little shuffle from one side of the stage to the next while the music brought everyone to their feet, including one pregnant woman who said, "I need my baby to hear Bowie."

Before one of the biggest crowd-pleasers of the night, Bowie said, "I was really getting upset that I lied and said there's not going to be anything from the '60s. I recorded this in the '70s but I wrote it in the '60s, is that OK?" The crowd gave an obliging but half-hearted, "Woo." Quick on his feet, Bowie rebounded by asking the question sure to get any audience excited, "Anyone here from New Jersey?!" he yelled with false enthusiasm as the introduction for "Changes" began to play.

When he introduced his band, which he reported had had a name recently and that he thought it was Stella or Stellar, he concluded by introducing the two Italians from New Jersey. "All their relatives," Bowie said, "are buried under this very foundation here. Connections. Tenuous, but connections."

OK, so his humor might not have gone over as well with that audience as his performance, but everyone was floored by his set, which ended with "Heathen," the title track of his new album.

Just as people turned to one another with looks of exhilaration on their faces, ready to talk about what they liked best, Bowie came back out for a three-song encore of "Everyone Says 'Hi,' " "Let's Dance" and "Ziggy Stardust."

So satisfied, it looked like half of the people in the venue lit up cigarettes when he left the stage.

Poor Moby. The crowd, whose attention span had been waning since about 6:00 or so, was excited to see him but could not muster the same energy they had earlier.

But that didn't stop the bald-headed musician, clad in jeans and a T-shirt that said "Super Man" on the back, from giving it his all during his set, which he opened with "Extreme Ways."

Watching Moby's performance was like watching a young kid listening to music alone in his room. He's really energetic, he's really excited and he wants to do everything. Each different part of the song is too cool to not do, so sometimes he's the singer when that's the most fun, sometimes the keyboardist, sometimes the guitar player, sometimes the DJ and sometimes just the guy who runs around going crazy. He is so in the moment that it's at once like all the music is coming from his own body and also that, considering "playing the keyboard" sometimes consists of just mashing one note, it's like an elaborate daydream that somehow the audience got wrangled into participating in. Nevertheless, watching him is precious.

After "Porcelain" and "Another Woman," Moby strapped on his guitar and asked, "Do you know just how profoundly satisfying it is to stand onstage with a big, loud guitar? Suddenly I feel this sense of power," he continued. "Now I understand why skinny little guys start speed metal bands."

There was a little lull in his set, as there were no radio songs or songs with more than three lyrics, and hearing Moby ending every song with an appreciative but annoying torrent of "thank you thank you thank you thank you thank you"'s began working the crowd's nerves. Luckily, everyone got back on board with "Natural Blues" and really picked up momentum with "South Side."

When he went into "We Are All Made of Stars," Moby confessed that even though he had said in all interviews that the events of September 11 didn't really influence his music because all the songs on 18 were written before, it wasn't true. "The truth is that this song was written after September 11 and I hope it embodies the spirit of solidarity and compassion that we need in these very difficult times."

When he finished the song, he mopped his sweaty head with a towel and, for some unknown reason, put on an afro wig. He said he wanted to discuss "a problem that confronts us all: the embarrassing problem of white people in hip-hop. White people such as myself." Despite the fact that he said he "could not DJ [his] way out of a wet paper bag," he wanted to challenge RJ the DJ to a battle. At his point, a heckler yelled at Moby. "I'm boring?" he asked incredulously. After all, he was having a lot of fun. But he shot back, "Dude, you paid money." This was the beginning of the end.

The battle was uneventful and it's not clear who won. The end of the set, marked by "Honey," came quickly and then Moby encored with the Ramones' "Blitzkrieg Bop," which the crowd really got into, but it didn't save him.

Instead of getting off stage during a high point, Moby began talking about some industrial death metal that his three-piece string section was going to play next. When he was heckled for a second time that night, Moby invited the fellow onstage to talk. Playing the bigger person, Moby asked if the man, Andrew, had anything to say. Andrew replied curtly: "Suck my a--." When Andrew had nothing else to say, Moby said it was nice to meet him and led him off the stage.

Moby played one final song, but the audience's concentration, not for the first time that day, was elsewhere.

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