If the vibes right in a meeting tomorrow afternoon, the fabled Woodstock Music Festival will be revived this summer, somewhere in upstate New York.

The meeting between New York state officials and promoters John Morris and Michael Wadleigh-both of whom played key roles in producing the original festival-follows months of financial negotiations which they hope will bring together huge crowds from around the world in August.

It's been 10 years since the legend "Woodstock Lives" adorned rear fenders from Philadelphia to Phoenix, and 400,000 pilgrims pitched tents on Max Yasgur's New York farm.

If the first festival was negotiated largely on faith and brotherhood, Woodstock ii is largely a business venture. Wadleigh refused to put a price tag on the event, saying only that they "couldn't mount this without a significant sum of money."

One of the first expenses went to license the name "Woodstock Festival" from John Roberts, a New York businessman who financed the 1969 event. The promoters paid $300,000 for the rights to the name. Ten years ago, the entire entertainment cost was only slightly more than that.

Some observers estimate that it will take anywhere from $3 to $5 million to finance Woodstock ii. But the potential profits-from the concert, movie, record and ancillary rights-could range well over $100 million, depending on the promotion.

Not everyone shares Wadleigh and Morris' optimism, however. According to one of New York City's top concert promoters, "The greatest problem they face is their inexperience. Today, it takes a fully-staffed and trained professional organization to put on even a one-night show. And they claim they're going to do 'the concert of the decade.'

"It's more than a long shot."

Financial support is expected to come from CBS records and from Orion Pictures, Inc., which is associated with Warner Bros. CBS and Orion will also participate as official record company and movie studio for the festival's auxiliary entertainment interests-which are potentially enormous considering that the film of the 1969 event grossed over $50 million and the three-recored set sold upward of 7 million copies.

The exact location of the three-day event has not yet been determined, although a "folk" portion of the show is expected to take place on the Yasgur farm in rural Bethel, N.Y%*., ON THE FRINGE OF THE CATSKILL RESORT AREA. TO OFFSET THE ANTICIPATED CROWD, THE FESTIVAL WILL EMPLOY A SYSTEM OF SATELLITE STAGES TO SHOWCASE THE ENTERTAINMENT.

LOCATION HAS LONG BEEN A STUMBLING BLOCK FOR PROMOTERS INTERESTED IN REVIVING WOODSTOCK. DREADFUL TRAFFIC CONDITIONS AT THE 1969 "HAPPENING" TURNED NEW YORK HIGHWAYS INTO PARKING LOTS, CHOKING OFF ACCESS TO THE AREA.

AS A RESULT, THE PROMOTERS WERE SUED BY THE TOWN OF BETHEL, MONTICELLO RACEWAY AND SEVERAL PRIVATE INTEREST GROUPS WHOSE BUSINESSES SUFFERED FROM THE CONGESTION. AND A DECADE LATER THERE IS STILL SOME BAD FEELING WITHIN THE COMMUNITY.

MORRIS AND WADLEIGH ANTICIPATED THE SAME PROBLEM WITH WOODSTOCK II, AND ORIGINALLY PLANNED TO MAKE BETHEL A REMARKABLE OFFER: THEY WOULD SIMPLY PICK UP THE TOWN'S ENTIRE TAX BURDEN FOR A YEAR, AT A COST OF APPROXIMATELY $750,000. THE PLAN HAS BEEN SHELVED, BUT MAY BE BROUGHT OUT TO COUNTER LAST-MINUTE OBJECTIONS.

THE PROMOTERS ALSO THOUGHT OF GOING WEST WITH THE FESTIVAL, AND WENT AS FAR AS EXPLORATORY TALKS WITH HIGH-RANKING OFFICIALS IN THE STATE OF WYOMING-WHERE WADLEIGH OWNS A RANCH:

"WE INITIALLY CONSIDERED SEVERAL OF THE ROCKY MOUNTAIN STATES FOR THE NEW LOCATION BECAUSE OF LOCAL SENTIMENT FROM THE LAST ONE," WADLEIGH SAID FROM HIS NEW YORK OFFICE WHERE HE IS CURRENTLY PREPARING TO DIRECT "THE WOLFEN," FOR ORION. "THERE ARE ALSO MANY PEOPLE WHO FEEL THE WEST WOULD LEND A NEW ACCENT TO THE SPIRIT OF WOODSTOCK. BUT WE ULTIMATELY DECIDED ON NEW YORK STATE BECAUSE THEY WANT US THERE."

TO AID THE CAUSE, ARTHUR KRIM, PRESIDENT OF ORION AND A WELL-KNOWN MOVER AMONG DEMOCRATIC CIRCLES, REPORTEDLY CALLED UPON HIS FRIEND, GOV. HUGH CAREY, TO EXTEND NEW YORK'S HOSPITALITY FOR WOODSTOCK II. A SPOKESMAN FOR KRIM CONFIRMED THE STUDIO'S INTERCESSION AND SAID THAT BOTH KRIM AND CAREY ARE INTERESTED IN MORE FILM ACTION IN NEW YORK.

HOWEVER, ACCORDING TO THE GOVERNOR'S OFFICE THE NEW YORK STATE DEPARTMENT OF COMMERCE HAS "ONLY AGREED TO A MEETING TO DISCUSS A PROPOSAL FOR THE FESTIVAL, NOTHING MORE." THE OUTCOME OF THAT MEETING WILL DECIDE WHETHER OR NOT WOODSTOCK II WILL BECOME AN OFFICIALLY SANCTIONED EVENT OF THE CURRENT "I LOVE NEW YORK" CAMPAIGN.

WADLEIGH, WHO COPRODUCED AND DIRECTED THE 1970 FILM "WOODSTOCK" CLAIMS THIS INCARNATION OF THE ROCK SPECTACLE WILL BE, LIKE ITS PREDECESSOR, "THE CONSERT OF THE DECADE." THE DATES WILL BE IDENTICAL-AUG. 15, 16 AND 17-AND WILL SERVE, WADLEIGH BELIEVES, TO BRING THE CURTAIN DOWN ON THE DECADE.

"THE TENOR OF THIS FESTIVAL WILL BE: THE LIGHT AT THE END OF THE TUNNEL," WADLEIGH THEORIZED. "THE LAST WOODSTOCK REPRESENTED HOPE, A GENERATION CRYING: 'WE CAN DO IT!'

"BUT THE '70S HAVE BEEN A LONG, DARK TUNNEL. WE INTEND TO TAKE PEOPLE INTO THE '80S, PROVIDING A RAY OF HOPE, A SENSE OF OPTIMISM FROM THE MUSIC AND FROM BEIGN THERE."

WADLEIGH INSISTED THAT THE MUSICAL FOCUS OF WOODSTOCK II WILL DEFINITELY NOT BE NOSTALGIA: 'WE HOPE TO HAVE 10 PERFORMERS WHO ORIGINALLY APPEARED AT WOODSTOCK AND WHO ARE STILL IMPORTANT IN TODAY'S MARKET, BUT OTHERWISE, WE'LL LOOK TO THE FUTURE." SO FAR, THE PROMOTERS HAVE CONTACTED AGENTS FOR DONNA SUMMER, THE BEEGEES AND THE VILLAGE PEOPLE, AMONG OTHERS.

WOODSTOCK 1969 IS PERHAPS BEST REMEMBERED FOR INTRODUCING SUCH STELLER NEWCOMERS AS SANTANA, JOE COCKER, JOHNNY WINTER, AND CROSBY, STILLS, NASH AND YOUNG TO AMERICAN AUDIENCES. IN ALL, WADLEIGH AND MORRIS ARE COUNTING ON 30 PERFORMERS TO ROUND OUT THE PROGRAM.

THE PROMOTERS SAY THAT APPROXIMATELY 300,000 TICKETS FOR THE WEEKEND WILL BE APPORTIONED EVENLY AROUND THE UNITED STATES AND WILL BE DISTRIBUTED BY COMPUTERS. THE COST IS EXPECTED TO BE ABOUT $75. AND HUNDREDS OF THOUSANDS MORE, THEY SAY, WILL GO ON SALE IN JAPAN AND THROUGHOUT EUROPE AS PART OF A CHARTER PACKAGE IN ORDER "TO GIVE THIS FESTIVAL AN INTERNTIONAL FLAVOR."

WHILE MANY ROCK ENTHUSIASTS HAVE BEEN SPECULATING EAGERLY OVER RUMORS OF A 10TH ANNIVERSARY SUPERFESTIVAL, THERE ARE THOSE WHO FIRMLY BELIEVE ANY ATTEMPT TO REPEAT IT WILL FAIL.

"THEY OUGHT TO LET WELL ENOUGH ALONE," AN 18-YEAR-OLD MUSICIAN SAID OF THE WOODSTOCK PROJECT. "OTHERWISE IT COULD TURN INTO ONE BIGH RIPOFF. LOOK WHAT THE ESTABLISHMENT DID TO THE '50S. THEY TOOK WHATEVER WAS RELEVANT TO US AND TURNED IT INTO A MILLION-DOLLAR CLICHE.

"EVERYBODY THINKS IT WAS LIKE 'GREASE' AND 'HAPPY DAYS.' NOW, THEY'RE GETTING READY TO SELL US THE '60S.

"THOSE WERE GREAT TIMES. WHY CAN'T THEY LET OUR DREAMS ALONE?" CAPTION: Picture, About 400,000 turned out for Woodstock I in 1969.