NEW YORK -- On Wednesday, more than a million Xbox 360 owners will be able to download and play an advance version of the system's biggest game of 2007, "Halo 3." Last Friday, a select few hundred were allowed to walk into a Manhattan nightclub and play it then and there.

Reporters and press people were there, athletes and celebrities made the guest list for a "Halo 3" free-for-all at the Blvd club on Manhattan's Lower East Side. The eight-hour event started at 3 p.m. in the darkened club. There were couches and "Halo 3" signs. There was a miniature Master Chief helmet in one glass display case and some Xbox 360s painted by Kansas City Chiefs running back Larry Johnson in others. More importantly, there were flat-screen TVs running the multiplayer-only "Halo 3" beta and employees from the game's development studio, Bungie, on hand to explain the three-week public trial of the game -- and to inform MTV News of the three things that everyone who plays the beta must do in it.

In a back room -- which black-clad servers carrying cheese balls and mini-burgers said they weren't allowed to enter -- Bungie's head writer Frank O'Connor gave quick five-minute demonstrations of the demo's special features. With headset in place and 360 controller in hand, he stood in front of a massive high-definition TV and virtually harnessed some of the series' new weapons. Ambling his Spartan soldier through a forested multiplayer map, O'Connor hurled adhesive "Brute spike grenades" and hoisted the vehicle-destroying "missile pod," which is among a class of new heavy weapons that, in a franchise first, switches the game's default first-person perspective to a behind-the-back camera view.

(Watch "Halo 3" in action as Stephen Totilo gives the game a spin alongside Bungie's Frank O'Connor.)

As O'Connor locked leaping enemies in his sights he mentioned that the beta was a work in progress, a stress test for Bungie's ambitious online networking plans. "Try to break the game," he urged attendees. "We want to see what happens."

The beta consists of three levels: the sun-beaten wasteland of Snowbound, the waterfall and forest area Valhalla and a compact military-base setting called High Ground. (See clips of "Halo 3" game play on all three levels right here.) Maps are littered with weapons and the new X-button-triggered "Halo" equipment devices. Equipment includes "trip mines," which are best dropped behind a player when an enemy Warthog jeep is in pursuit, and the "bubble shield," which players can sprout around themselves to produce a short-lasting translucent stationary spherical safety barrier that weapons can't fire into or out of. Multiplayer modes in the beta include "slayer" death matches, a team-based capture-the-flag game of seizing enemy territory with each team taking turns on offense, and a "VIP" mode that encourages each team to take out a starred member on the other team. The beta supports up to 16 players online.

The game looked similar enough to "Halo 2" to prompt someone to ask O'Connor if the beta's graphics were final. "The graphics are going to improve," he said, "but honestly, this is pretty representative of how multiplayer is going to look." He suggested people look at "Halo 3" and "Halo 2" side by side to see a dramatic difference, but he acknowledged that the new game wasn't going to have some of the wild graphical effects seen in other leading-edge video games. "We still try to keep the 'Halo' aesthetic," he said. "There's not much point in us filling the battlefield with smoke or grit or grime. 'Halo' is a very tactical shooter and people like to see where they're shooting."

Some differences between the "Halo" titles of old and the new game were subtle. O'Connor sat with MTV News to point a few out. Characters don't just move more slowly when they wield the biggest guns, they also slow down when they run or drive through water. And that water, like the stuff in the real world, floats objects. O'Connor said that on the Valhalla map, he has occasionally had just the right weapon float downstream to him at just the right time.

Another deft addition may prove to be a new mid-match mute function. The Bungie developers know that as popular as their games are, many players are frustrated with the behavior of gamers they encounter over Xbox Live (see ). "We've put in a really cool Vulcan death grip shortcut where you can mute a player almost instantly without backing out of the game," he said. "Doing that turns him from being an abuse-spewing spewing [moron] into a really useful opponent if he's not insulting you and he's just trying to kill you. That's correct. That's how he should be playing. And hopefully he'll become frustrated enough at your lack of response that he'll just stop doing it and grow up. Fingers crossed."

O'Connor admitted there might be better solutions, but that current engineering doesn't allow for them: "Until we have technology where a [comic] boxing glove pops out of the screen and takes them out, then we have to work with what if we've got." Maybe for "Halo 4"? "It might be worth doing a 'Halo 4' just for that," he replied.

The "Halo 3" beta is designed specifically to test online multiplayer. The entire industry expects the title to sell millions when it is released this fall, and a good portion of those players will go online. Bungie developers are trying to craft advanced matchmaking tools that don't just cut down on abusive players but connect more evenly matched players than "Halo 2" did. A new two-tiered rating system -- one that represents player skill and the other that shows player experience or longevity -- is supposed to help the Bungie servers figure out who should best be set up to play against whom. "We're trying to make it that when you lose a game you lose it 24 to 25 and not as a blowout," O'Connor said. "That makes it more fun for the winner and the loser."

The beta includes a limited movie recording and playback system set to be full-featured in the finished game. In the beta, the game records a full movie of the last multiplayer map played. Players have to manually save recordings and can upload them to friends who also have "Halo 3." The version in the beta build only records a film from the perspective the player saw. The finished version will allow for editing and fancier camerawork.

When people left the event on Friday they were given codes to unlock the "Halo 3" beta on their home machines. At 10:39 p.m. ET there were 1,377 people playing through those accounts (the game shows the stat upon bootup). That wasn't enough people to provide an even spread of talent, so matches still proved lopsided. That is the kind of problem that is supposed to be alleviated once more people get online. On Saturday morning at 9:00 a.m., a scant 340 people were playing, making it the first and certainly one of the last times "Halo 3" will seem like such a boutique experience.

O'Connor recognizes that the beta might frustrate some people. It will only last three weeks. It doesn't show all the weapons, features and amps set for the full version of the online game. It won't reveal anything about the game's single-player adventure. And, because it is multiplayer-only, it won't allow players to saunter through the game calmly trying stuff out. For players, this is a field test with rockets and lasers constantly whizzing by. Still, he wants to make sure people don't miss the good stuff.

So what are three things any player of the Halo 3 beta must accomplish? O'Connor presented his directives:

» "Get a kill with the Spartan Laser. It is the most satisfying thing you'll ever do.

» "Make sure to grab the rocket launcher on high ground. For some reason no one ever gets it. And it's absolutely lethal on that stage. No one's figured that out.

» "Make sure you ride in a Mongoose [ATV] with someone, so you can bond in your weaponless bullet-sponge of a vehicle."

Is there anything you can really accomplish with that last one?

"Just chattin'," O'Connor cheerfully replied. That might be the only moment of "Halo 3" calm available in the next three weeks.

For more on "Halo 3" -- and Frank O'Connor's knack for keeping details under wraps -- check out (see [article id="1536929"]"Despite Death Threats, 'Halo 3' Developer Keeps Secrets Close To The Chest"[/article]).