Once upon a time, you dressed so fine, threw the bums a dime, in your prime.Didn't you?

BOB DYLAN is mad as hell. Lou Reed isn't exactly over the moon either, but his ire is nothing compared to Dylan's.

Both ageing musicians are seriously put out by a celluloid excavation of the past which depicts New York once upon a long ago, when they were in their prime.

The film at issue is Factory Girl, Sienna Miller's new vehicle. It's a biopic of Edie Sedgwick, the original It girl and tragic muse of Andy Warhol. Sedgwick had the genetic hand-me-downs of Tara Palmer Tompkinson and the spirit and looks of Kate Moss. She flew like a comet through New York in the mid '60s, blazing a trail that burnt her out in the end. She died in 1971 at the age of 28. Now her journey from blue-blooded origins through the upper echelons of hip New York, onto a sad and lonely death, is being retold, and a few skeletons are getting a rattle.

Dylan encountered her when he was on top of his game, rewriting popular music, as Edie was helping Warhol reshape art. They met in the heady milieu of Greenwich Village, and became friends, allegedly lovers. In those days of free love, nobody was freer with their love than Dylan. When he was linked to Sedgwick, he was also seeing Joan Baez, another whose heart he was destined to break. On one occasion he shacked up with Liam Clancy's girlfriend, while poor old Liamo was out west, bringing ballads to middle America.

Anyway, Sedgwick is reputed to be Dylan's inspiration for a raft of his classic songs, 'Like A Rolling Stone' and 'Just Like A Woman'. Both depict a woman sliding from an elevated perch, but 'Like A Rolling Stone' in particular could be read as the ballad of Edie, complete with typical Dylanesque mystery and intrigue.

He was also a key influence in Edie leaving Warhol, many among his entourage having encouraged her to ditch the artist if he wasn't willing to pay her properly.

However, the singer has claimed in the past that there was no relationship, and some of his friends say that Edie had a crush and that was the extent of things. Dylan's problem with Factory Girl is the presence in the script of a rock star named Billy Quinn, who is said to be a hybrid of Bob, Mick Jagger and Jim Morrison.

The character was originally given the name Bob Dylan, but on legal advice this was changed. The storyline, according to Dylan's lawyers, depicts Edie's descent into drug addiction and suicide as being at least partly attributable to the sundering of their relationship.

"You appear to be labouring under the B misunderstanding that merely changing the name of a character or making him a purported fictional composite will immunise you from suit, " the lawyer's letter addressed production company, Weinstein.

"This is not so. Even though Mr Dylan's name is not used, the portrayal remains both defamatory and a violation of Mr Dylan's right to publicity."

If that wasn't bad enough, Reed has raised his craggy head to diss the film bigtime, robbing it of further street cred.

"I've read the script, " he told the New York Daily News. "It is one of the most disgusting, foul things I've ever seen in a long time."

But whether the two lads like it or not, the past is coming to a screen near you, drafting once more the history of popular culture at that transformative junction, through the eyes of one who once dressed so fine, and threw the bums a dime, when she was in her prime.

You've gone to the finest school all right, Miss Lonely, But you know you only used to get juiced in it, And nobody has ever taught you how to live on the street, And now you find out you're gonna have to get used to it.

EDIE Sedgwick had American blue blood running through her veins. Her great, great, great grandfather was a great man altogether. A big cheese in the immediate aftermath of the American revolution, Judge Theodore Sedgwick was the first white lawyer stateside to plead and win a case for the freedom of a black woman. On her mother's side, the lineage went back to Jesse de Forest, the man behind the Dutch West India Company which helped to settle New Amsterdam, before it became New York.

By the time Edie was born in 1943, the family had moved out west to California.

Coursing through Edie's blue blood were sediments of madness. Edie's father was a sculptor and philanthropist, and showed signs of mental illness from early on. He had three breakdowns before Edie was born, and prior to marrying his wife Alice, had been advised not to have any children. They parented eight, of whom Edie was the sixth.

After going to college in Cambridge, where she had an early joust with anorexia, Edie headed for New York. She'd gone to the finest schools, had looks and money, but from early on, fate was gunning to be her foe rather than friend.

She moved into a 14-room apartment on Park Avenue, which belonged to her grandmother, and then, on turning 21, she came into serious money. Before long, she ran into Andy Warhol, the artist and film maker who experimented with art forms and everything else at his downtown 'Factory'. Edie became a frequent visitor, and soon the queen and his consort were seen everywhere around town. He was from a working-class immigrant background and was enthralled by Edie's blue American blood. She loved the artistic milieu and the prospect that Andy was going to make her a star. He put her in a few of his arthouse films, and before long Edie was convinced her life was going to snatch purpose from the jaws of boredom.

When she introduced her father to Andy, the bould Mr Sedgwick exclaimed:

"He's a screaming fag!"

You never turned around to see the frowns on the jugglers and the clowns, When they all came down to do tricks for you.

Never understood that it ain't no good, You shouldn't let other people get your kicks for you.

EVERYBODY who was anybody got a peek into the Factory in the mid '60s.

Dylan was a frequent visitor.

Reed got Warhol to manage his band, the Velvet Underground, and he in turn wrote 'Femme Fatale' about Edie. In time, he also wrote 'Walk On The Wild Side', depicting the Factory.

Edie inevitably was drawn to Dylan. She moved into the Chelsea Hotel, where he also hung out.

He, like many others from middle American backgrounds, was attracted to this exotic creature. He has always maintained that there was no relationship between them. Edie's brother insists there was. Other accounts veer from her experiencing unrequited love to him leading her straight up the garden path to the door to her dreams.

Either way, a whole clutch of the songs he wrote at the peak of his powers are alleged to have her as their inspiration.

The line from 'Just Like a Woman', describing "her fog, her amphetamines and her pearls" fits perfectly. And 'Leopardskin Pillbox Hat' is also credited as having her as its inspiration.

Meanwhile, her performances in Warhol's films were only fair to middling. Some of Dylan's entourage began planting notions in her head, telling her how she could be a real star if she dumped Warhol. Dylan's own manager, Albert Grossman - a snake in a suit - offered to take her on. She went to Andy asking for more money. She didn't need the money to survive, but she needed to be valued. He told her to take a hike. Edie found herself between two men who were shaping a generation. Film director Paul Morrisey recalled meeting her early in 1966.

"She said, 'They [Dylan's people] are going to make a film of me and I'm supposed to star in it with Bobby [Dylan].'

Suddenly it was Bobby this and Bobby that and they realised she had a crush on him.

They thought he'd been leading her on, because just that day Andy had heard that Dylan had been secretly married for a few months. Andy asked her, 'Did you know, Edie, that Bob Dylan has gotten married.'

She was trembling. They realised that she really thought of herself as entering a relationship with Dylan."

You used to be so amused, At Napoleon in Rags and the language that he used, Go to him now, he calls you, you can't refuse, When you ain't got nothing, you got nothing to lose, You're invisible now, you've got no secrets to conceal.

OF COURSE everybody had been horsing into the drugs. That was New York in the '60s. Most survived and moved on. Edie had a delicate emotional and mental constitution. By the time things began to turn sour, she was well into heroin.

After Dylan cleared off, she took up with a friend of his, Bobby Neuwirth, but by early 1967, he'd had enough of her drug habit and erratic behaviour.

Now with her Napoleon in Rags - Warhol - gone, she struggled to make it as an actor.

Norman Mailer screentested and rejected her for a role in his effort on the silver screen. She got a role in a another artistic vehicle, Chao! Manhattan, in which she played a topless hitchhiker living in a tent in an empty swimming pool. Speed was the drug of choice on set. The film's producer, Robert Margouleff, later recalled the chaos.

"Everybody needed a poke [of speed] - first once a day, then twice. There was one scene where we were filming Paul America [one of the actors] and he was supposed to drive around the block and be available for more footage on the scene.

But he just kept on going.

"We didn't hear from Paul again for about eight months until we tracked him down to Michigan, where he was in jail.

We had to get permission from the governor to film him in jail and try to integrate it into the footage."

All very spaced and funny, but Edie Sedgwick was on a downward slope. Mental health problems, exacerbated by her drug use, began to dog her. New York had turned sour. Dylan and Warhol had moved on. She went back out west and hung out with some Hell's Angels. Inevitably, she ended up in one institution after another, and in one, she met her husband, who was recovering from his own problems. Mike Post became Mr Edie Sedgwick on 24 July 1971. But the new life didn't chase away the demons that had taken up permanent residence.

That November, she attended a fashion show and a party in Santa Barbara before returning home with Post. They both fell asleep some time after midnight, and when he awoke, she was a corpse beside him. She was 28. The coronor ruled that her death was accident/suicide due to barbituate use.

Like others who she had met along the way - Janis Joplin, Jim Morrison, Brian Jones - she too became a casualty of the '60s.

Factory Girl opens next month