SAN FRANCISCO -- It's Thursday night in San Francisco and you have a golden voucher in your hand: It's your ticket to a Phish show at the Fillmore.

You look twice at your ticket; you're still having trouble believing it.

Having been a fan of the Vermont-based jam band for years, you know that the chance to catch a Phish show at the historic Fillmore is a rare one. This is a band that normally plays to tens of thousands of screaming fans in large, open spaces. It's a band that is known to draw followers from around the world for a single -- and much less intimate -- show.

Phish concerts are multi-sensory experiences, not unlike those remembered by Grateful Dead concert-goers who got to see that psychedelic jam band -- with whom Phish are often compared -- back in its heyday.

You arrive at the Fillmore by 6 p.m. -- early enough to scope out the scene. You make sure the friend who's sharing your ticket voucher is by your side, and you walk past the people who are hanging out and partying, or looking to trade you something -- their Halloween show ticket, or $150 and a pair of boots -- for your extra. You don't even consider it.

Instead, you take a slug of whiskey, get in line and watch the harried

security guards checking out the freak show, of which you are now a

part. You meet a 30-year-old dude who flew out from Florida, and ask him how he got his ticket.

"The gods descended them unto my hands on Tuesday," he says, recalling the rush to purchase tickets that saw hundreds of Phish fans racing through the streets of S.F. to get to the box office.

Someone checks your ID and stamps your hand. Someone else takes your voucher and hands you two tickets. You give one to your friend and you're as good as in.

Welcome to the Fillmore, a dance hall in the grand tradition. Its inner walls are covered with thick, red-velvet curtains. Two rows of elegant, black-lit, crystal chandeliers run the length of the auditorium. People are milling around, but many sit on the floor up front, saving space for their friends. Everyone around you is excited. Occasionally, concert-goers burst into whoops and hollers.

It's a special treat to see Phish, whose live shows are their

forté, in a small, 1,200-person venue, in whose hallowed halls

the history of live rock music has unfolded.

You walk back out into the hallway, which is lined with photos of the

Dead, Quicksilver Messenger Service, Red Hot Chili Peppers, Elvis Costello, Eric Clapton -- everyone who has ever played the Fillmore.

Mike Gordon, Phish's bass player, is talking with two girls. "Hey, what's up?" he says into a cell phone. "I'm here at the Fillmore with your friend, Sarah, just leaving you a message."

He is just hanging out, answering questions. No, Phish have never played at the Fillmore before, he tells people. Yes, the band is probably as excited to be there as everyone else is.

Katie Sedgewick, a Fillmore usher in her 20s, says she doesn't remember too many other musicians hanging out in the hall with their fans before shows.

The house darkens, the band climbs the stage and the crowd goes nuts.

Drummer Jon Fishman sets up a funky beat. Gordon fingers a thick bass

groove. Page McConnell strokes the keyboards; he is surrounded by at

least four of them, including a Yamaha grand piano and a Rhodes organ.

Guitarist Trey Anastasio picks out the rhythm as two piles of candles

flicker atop his amp.

The black-lit chandeliers dim and the subdued dance groove of the new

album's title track, "The Ghost," gets everyone moving right away. The

instrumentation is spare and in the pocket, as Anastasio fingerpicks

some country riffs atop Fishman's salsa beat for "Water in the Sky."

After "Wolfman's Brother," Phish launches into another long, but tight,

funk groove that flows into "Gumbo." Anastasio sings and plays volume-

swells that sound like a pedal steel, teasing out the opening riffs of

"Maze." The organ, bass and guitar make the room throb to a crescendo

as Phish slam into "David Bowie" from their first album, Junta.

The crowd is jumping up and down through the complex rhythmic and

melodic changes, which are much tighter than when Phish played small

halls regularly.

They play a new one, the short, sweet "Robert and Brian," then the

silly classic "Reba," then the set ends with "Character Zero.

The scene is "actually pretty relaxed," says San Franciscan Dirk Van

Gelder, 27. "It feels like an old-time Phish show."

Phish open the second set with "My Soul," a 12-bar blues, then break

into "Chalkdust Torture" from A Picture of Nectar (1992). They

slow down with the laconic "When the Circus Comes."

Smoke rises from the red-lit stage, glowing yellow as it floats above

the band. Aquatic blues and greens shine through the crystal

chandeliers for the soaring

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"Prince Caspian" (RealAudio excerpt), as Fishman keeps a steady

beat behind Anastasio's sonic flourishes.

"Birds of a Feather" brings another long jam. McConnell steps out from

behind the piano, into the twinkle of an overhead disco ball, and

croons a truly lounge "Lawn Boy." Gordon solos, dropping meaty

five-string bass chords.

Glowsticks whirl to the dark, reggae-inflected, roots-rock intro of

the legendary "Harry Hood," with its intricately jazzy

chord-progressions and rhythm changes that weave into a triumphant

ending. Then the band leaves the stage.

They return for a slow encore, and thank the crowd. The house lights

come up and "Greensleeves" plays over the P.A. As you emerge into the

brisk San Francisco autumn night someone hands you a poster, along

with a yellow bumper sticker.

Written on the sticker is, "We've just come from PHISH AT THE FILLMORE.

It was nice."

And it was.