You Had to Have Been There challenges the role of fetishistic materiality throughout Film Studies using the history of New York underground film and video production from 1965 to 1985. It focuses on four situations of underground film and video production and exhibition: the relationship between Andy Warhol and the Velvet Underground's Exploding Plastic Inevitable and the Film-makers' Cinematheque, the screening of Michael Snow's Rameau's Nephew by Diderot (Thanx to Dennis Young) by Wilma Schoen at Anthology Film Archives, the production of work by Ed Emshwiller, Nam June Paik, Steina and Woody Vasulka, Bill Viola, and other artists at WNET's Television Laboratory, and the exhibition of No Wave Cinema by Beth and Scott B, Lizzie Borden, Vivienne Dick, John Lurie, James Nares, and others at Max's Kansas City, the Mudd Club, and the New Cinema. This project uses the above exhibition sites to argue for the importance of liveness and presence in recording media, considering the affect of liveness not only on our definitions of cinema, but also on the relationship between cinema and historiography. While a canon of experimental film has emerged within Film Studies, determined by the alignment of experimental filmmakers and the academy, this dissertation carves out an alternate corpus of works screened in non-traditional environments. It finds an affinity between such spaces and the project of post-classical apparatus theory, both of which challenge the regimented space of traditional film spectatorship. The films and videos of this project are connected by two crucial elements: their location in New York City and their attention to sound. The personnel involved in the creation and reception of these films and videos constitute a network forum, or a group of artists who use the spaces of reception and production to reconfigure assumptions about film and video. Some of these spaces share direct links and touchstones, while others are tied together by shared concerns. One shared concern is a critical approach to the relationship between sound and image within cinema. Michael Snow and the filmmakers of the No Wave use pre-existing ideologies of sound to challenge cinematic presence and absorptive spectatorship while embracing the limits of subcultural spectatorship. The Exploding Plastic Inevitable and the Television Laboratory embrace sound's power as present, reorienting our perspective on the relationship between technology and the body. Taken together, these exhibition sites argue for the importance of sound and liveness in understanding experimental film history. They also suggest alternative modes of spectatorship that might hold productive power in our current media environment of hyper-reproduction and communicative capitalism.