TORONTO -- A throng of people withstood some South Central Ontario rain yesterday to catch a free concert by R.E.M.

The alt-rock mainstays put in a noon-hour appearance at Yonge and Dundas to promote the release of their new album Reveal. It was the only such show the band will perform in North America.

Estimates as to the crowd's size ranged from as low as 10,000 -- the number expected to turn out -- to as high as 20,000.

Despite inevitable traffic snags, the show was contained relatively neatly on Yonge St., with the stage facing south just below Dundas.

Sidewalk access heading south at Yonge and Dundas was sealed, and anyone attempting to get at the show by approaching on foot from the north was instructed by security to file through the Eaton Centre.

South of the stage, die-hard fans, casual listeners and curious passers-by stood chock-a-block all the way down to Shuter.

"I've been listening to those guys since I was in high school," said technology consultant Wendy Bower, 33. "I've been to their concerts before, but it's better out here in the middle of Yonge St."

To their credit, what the band offered far outstripped anything resembling a typical promo visit.

Instead, frontman Michael Stipe, guitarist Peter Buck, bassist Mike Mills, and their auxiliary musicians -- including drummer Joey Waronker and guitarist-keyboardists Scott McCaughey and Ken Stringfellow -- put in a 15-song, 75-minute set that was, for all intents and purposes, a complete concert.

"You get what you pay for," Stipe deadpanned early in the performance. "This is a free concert."

Pointing out that he'd pretty much just rolled out of bed shortly before his band took the stage at 12:25 p.m., the singer apologized in advance for the supposedly shoddy condition of his voice.

He was, of course, just being coy.

With all the technical limitations that a public performance on a makeshift stage brings, R.E.M.'s playing was remarkably good.

Then again, the closer you were to the stage, the better.

It was nearly impossible for anyone craning their necks in the sea of humanity from south of, say, the Randy River store, to see the stage, especially once the umbrellas started popping up.

Some spectators secured a better vantage point from balconies and rooftops. But it was actually the giant video screen above the Gap, which transmitted live images of the show, that held the majority of people's attention.

Stipe made light of the grim weather with the suitable new tune, I'll Take The Rain. The rain itself failed to thin the crowd out much as folks patiently swayed and waited out the new Reveal material before the band got to the hits, including Losing My Religion and Man On The Moon, and an encore whiff of classic R.E.M. with So. Central Rain and It's The End Of The World As We Know It (And I Feel Fine).

Given the circumstances, it might have been nice if R.E.M. had delivered a few more old favourites.

Still, a quick, unscientific canvassing of the audience suggested that most were happy with the show, though not all admitted to being serious R.E.M. devotees, just casual fans and curious on-lookers.

"We're a bit of both," agreed St. Basil's high school students "Esmerelda," 16, and "Darlene Campisi," 17. They said they and their three friends were there on the advice of a teacher, who called it a "a once in a lifetime chance."

Ryan, 33, joked that he'd made a pilgrimage "all the way from King Street," while his friends Jeff, 30, and Alex, 32, lasted just a couple of songs before heading back to the office.

Others were willing to neglect their duties.

Said one record company employee: "I didn't even tell anyone at work that Iwas leaving."

"I love them, I love their music -- they're just awesome, I'd go anywhere to see them anytime," said breathless Sudbury teen Laurie Giguere, whose "anywhere" encompasses Toronto and "anytime" is exclusive to yesterday.

"I couldn't believe it when I heard they were going to do this when I was in Toronto already. I just had to be here."

Peterborough's Mike Lincoln counts himself as one of R.E.M.'s biggest fans, but he's never bought a CD (getting his music from the Internet), he's never paid for a concert ticket and he "borrowed" the R.E.M. T-shirt he was wearing from his older brother.

"It's too expensive for that stuff when you can get it for free," he said. "Great concert, though."

Fans will get another chance to see yesterday's concert when MuchMusic broadcasts it June 3 at 9 p.m.

-- with files from Brian Gray