When Sam Krichinsky came to America on July 4, 1914, he was greeted with an explosion of light and convinced himself he had landed in a magical utopia.

With Barry Levinson's follow-up to the Academy Award winning "Rainman," "Avalon" traces Sam's life in America from his immigration to the present. The semi-autobiographical story is touched with the loving hand of a director who is very close to his subjects, sometimes a little too close. The result is a wonderful portrait of a family of occasionally annoying people. The film brims over with love and a wistful nostalgia that perhaps Levinson is too young to feel, but saw in his family's older members.

Much of the film's action centers on that wonderful invention, the television. It represents the breakdown of the traditional family and the emergence of a modern way of life, as it widened the schism between the Old World and the new generation.

The story is as much about the emerging of an American Way as the dissolution of Old World values. Sam (Armin Mueller-Stahl) comes to America full of dreams, and never completely loses the idealism he originally harbors. He never tires of telling about his arrival in America, a story which drives his wife (Joan Plowright) crazy. His kids and grandkids also never seem bored with the wondrous story.

Until, that is, the television arrives.

The invasion of "Howdy Doody" and "What's My Line" into the Krichinsky living room brings problems and irreconcilable spats to a once close-knit family. While the TV cannot be directly blamed for the family's problems, it forms a persisting mentality from which the changes grow. Sam's son Jules and nephew Izzy open a television salesroom and become obsessed with turning profit instead of spending time with the growing family.

The family members are played realistically by a cast of endearingly cranky old men, nagging women and adorable children, most of whom are relatively unknown actors. The characters have their own funny quirks, such as Sam's wife Eva always referring to his penchant for speeding in the car, "running with the machine."

A final break in the family comes when Sam's brother, who has been late to Thanksgiving dinner for years, discovers for once that the rest of the family has cut the turkey without him. This insult proves to be too much, and the stubborn man storms out, vowing never to return. Again, the television seems to have heightened the family's desire for instant gratification. Most of the events in "Avalon" obviously come from Levinson's experience, because they are too strange and silly for him to create.

The look and feel of "Avalon" support the story's realism. The cinematography when Sam first comes to this country mirrors the wonder he's feeling. From the perspective of Michael (Elijah Wood), Sam's young grandson, his grandfather seems larger than life, and the stories he tells fills the young boy's mind with vivid images of the past. Young Michael is the only person who fully respects and appreciates the legacy of history his grandfather is attempting to pass on to him.

The film's concentration on Michael gives the film a focus and a modern day figure with which to identify, among all the relatives that seem relics of another time. "Avalon" is not the action-packed thriller to which today's audience is accustomed, but it impresses the need to never forget the past that shaped the American value system into what exists today.