Roll over, bossa nova. The Rolling Stones are taking over Rio de Janeiro's famed Copacabana Beach next Saturday for what promises to be a historic rock and roll extravaganza.

Organizers expect more than 1 million people to fill the beach area for the free concert by the aging but still agile rockers--one of the biggest crowds ever for a rock show.

A huge stage is being constructed on the sand opposite the elegant Copacabana Palace Hotel where the band will stay.

Local media is gossiping about the VIP list, which will include singer Mick Jagger's 7-year-old Brazilian son. Hotels are booked solid by fans despite jacked-up prices, and apartments overlooking the beach have been rented out.

"It will be historic--in the sense that they are in their '60s and they can still pull in a million people. I don't know how they do it," Paul Lester, deputy editor of Uncut music magazine, told Reuters from London.

Behind the excitement lies concern over security. Rio is scarred by violent crime, and gunplay often spills over from the slums ruled by drug gangs into city streets. More than 6,600 people were killed last year in a population of 6 million.

Copacabana, where the gentle bossa nova sound was created in the 1950s, is now a haunt for prostitutes and drug dealers.

A huge security operation will be mounted with up to 10,000 police on duty. They might even occupy some of the favelas, or slums, close to Copacabana.

"We have a series of worries, from teenagers in a total state of abandon to traffic jams," police spokesman Colonel Aristeu Leonardo Tavares said: "A show of this size has no comparison to other shows."

A previous free Stones show, at the Altamont Speedway in California in 1969, entered the annals of rock history after Hells Angels hired as security guards clubbed fans with pool cues. One fan was stabbed to death as he appeared to point a gun at the stage.

Though sex and drugs are an important part of Stone's lore, the band will avoid the action on Copacabana's main drag.

They will cross from their suites on the 6th floor of the Copacabana Palace Hotel on a purpose-built walkway over Atlantic Avenue onto the seven-story-high stage on the beach.

DECADENCE, DEBAUCHERY, CORPORATE BRANDING

The Stones--Jagger, Keith Richards, Charlie Watts, Ron Wood, and support musicians-- have been playing across the United States on the "Bigger Bang" tour and performed at the Super Bowl halftime show on February 4.

The Bigger Bang album, hailed by critics as their best in years, won a Grammy last week. The Rio show will be filmed for a DVD.

This will be the Stones' third time in Brazil. Jagger has a young son, Lucas, from a liaison with Brazilian model Luciana Gimenez. The two will be among the 4,000 special guests, celebrities, and sponsors who will be treated to a lavish buffet in a special enclosure next to the stage.

The concert is being financed by the Rio municipality and communications companies Claro and Motorola.

It's indicative of how the Stones have moved from being bad boys to businessmen over the decades, Uncut's Lester said.

"The Stones are really a multinational corporation. They are up there with McDonalds and Coca-Cola as a recognized world brand even though for many people Jagger is still a figure of decadence and debauchery."

Some question Rio city's involvement in the show. In a letter to Folha de S.Paulo newspaper, Pedro Fontes said the money would be better spent on improving favelas and community projects.

"Is it better to have a million-dollar rock show than to try to ease the misery that exists right next to the concert stage?" he wrote. "Only one more thing...I adore the Rolling Stones."

Here are some other notable big shows in a single venue:

- The Guinness Book of Records says the largest free rock concert attendance was for Rod Stewart, also on Copacabana Beach, on New Year's Eve 1994. It reportedly attracted an audience of 3.5 million.

- The largest paying audience for a solo performer was the estimated 180,000 to 184,000 people who saw Paul McCartney in Rio's Maracana Stadium on April 21, 1990, also according to Guinness.

- About 750,000 people saw country star Garth Brooks in New York's Central Park in August 1997.

- The US Festival organized by Apple Computer co-founder Steve Wozniak drew 670,000 people to Devore, California, in May 1983 to see U2, David Bowie, Willie Nelson, and others.

- The legendary Woodstock Festival in upstate New York in 1969 gathered 400,000 people to see The Who; Crosby, Stills, Nash and Young; Jimi Hendrix; the Grateful Dead; and a host of others.

- A free Rolling Stones concert in London's Hyde Park in July 1969, days after the death of guitarist Brian Jones, drew 200,000. Mick Jagger read a Shelley poem and released hundreds of butterflies in tribute to Jones.