Parenting - and grandparenting - is the topic of a first-rate Once and Again, which uses its Thanksgiving get-together to explore the way even the best of parents, striving to do their best, can blind themselves to things they don't want to see. Lily is worried that her mother (Bonnie Bartlett) won't get along with Rick's mother (Barbara Barrie, who brings a glow to every scene she's in). But the conflicts are all on Rick's side, as his mother lovingly leads him to face problems he had hoped to avoid.

What the script explores, and star Billy Campbell portrays so well, is ambiguity: the idea that Rick can be right and wrong, a good father and a bad one, all at once. Like the family dynamics it strives so hard to portray realistically, Once is not always easy, but it's almost always worth the effort.

"Once and Again." Since no other drama on TV dissects family values and tensions as expertly and tenderly as this series, Thanksgiving episodes are a natural. It's especially true since this show delves so much into the extended-families concept - and Thanksgiving, with various sets of parents and kids and relatives, provides plenty of ready-made conflict. Bonnie Bartlett plays Lily's (Sela Ward) mom, and Barbara Barrie plays Rick's mom.

A key scene in this episode of Once and Again is a Thanksgiving celebration at Lily's house, where members of her family and Rick's are having dinner together. Both Rick's perky mom, Peg (Barbara Barrie), and Lily's standoffish mother, Barbara (Bonnie Bartlett), are there, but they actually seem to get along. The sequence unfolds as a contemporary Norman Rockwell-styled montage that depicts the do-si-dos of who's sitting where; the carving of the turkey; and the idle chatter during the meal. The whole occasion is framed by Rick's bittersweet reflections. As he puts it, "I don't know why I get sad at holidays. There's no reason. I have more to be thankful for than almost anybody."

THE QUIET emotional intensity of the holidays is the subject of tonight's "Once and Again." This exquisitely crafted Thanksgiving-themed episode, which gathers together the children and relatives of central lovers Rick Sammler (Billy Campbell) and Lily Manning (Sela Ward), is one of the finest hours of TV you'll see this year.

Written by series creators Marshall Herskovitz and Ed Zwick, and directed by Claudie Weill, it eschews conventional dramatic fireworks in favor of subtlety and nuance

Many of the featured characters are coping with their own varieties of stress. Rick is consumed by his job designing a corporate headquarters for Client-from-Hell Miles Drentell (David Clennon). He bickers with his teenage son, Eli (Shane West), over the boy's determination to become a rock musician; he knows his 12-year-old, super-achiever daughter Jessie (Evan Rachel Wood) isn't eating as much as she should. His stress is compounded by a visit from his long-widowed mother, the wise and aggressively therapeutic Peg (Barbara Barrie), who sees the distress of her son and her grandchildren and is determined, in her measured way, to get to the bottom of it.

Though Lily and her extended family are relegated to the sidelines --there's only so much drama you can pack into an hour show, after all -- we do get a sense that they, too, have problems and are groping towards happiness. The dinner is joined not just by Lily and her children (Julia Whelan and Meredith Deane), but by Lily's single-and-hating-it sister, Judy (Marin Hinkle), brother Aaron (Patrick Dempsey) and family matriarch Barbara (Bonnie Bartlett ), who's as conservative and circumspect as Peg Sammler is earthy and outspoken. Barbara's husband (Paul Mazursky) died last season in a memorable two-part episode, and his memory hovers over the episode, along with the potent, long-gone ghost of Rick's father, an uncommunicative but supercompetent man's man whom Rick sometimes seems to be channeling.

Like other standout episodes of "Once and Again," this one takes pride in its gentleness and nearly microscopic attention to emotional details. Nobody throws chairs or breaks into tears. Anxieties, resentments and unaddressed sadnesses are conveyed through fleeting gestures and furtive glances -- which is how it usually works in real life.

And, as in real life, the dinner raises more questions than it answers; though it would be unsporting to reveal anything here, you can see the seeds of future plotlines being sown as the respective families talk, cook and try to get along.

There are only a few dramas on network television as consistently mature and emotionally transparent as this one. But "Once and Again" is certainly the most human-scaled show on network TV right now. Herskovitz and Zwick have tried for similar effects in their other dramas, notably "thirtysomething" and "My So-Called Life," both of which concerned themselves with the minutiae of upper-middle-class suburban family life. But nothing else they've created comes close to "Once and Again" in terms of sheer concentration and control.

At times this hour seems to go beyond drama and into anthropology; entire relationships are conveyed in handshakes and tossed-off comments. A piercing scene finds Rick, dog-tired after a long day, lying face down on a fold-out couch while his mother tenderly strokes his hair; in that instant, Rick's 40-some years of fatherly responsibility melt away, and we're looking at a flashback that's not a flashback -- a boy forced by his father's death to grow up too fast, a boy who still lives inside this workaholic father.

A word should also be said on behalf of Billy Campbell, who this season has flowered from a merely agreeable presence into a mesmerizing, at times haunting, leading man. He creates enormous empathy by not asking for any; he never seems sadder or more beleaguered than when he's trying to reach out to the people he loves but no longer understands. It's Emmy caliber work, and it shouldn't be forgotten.

-- Matt Zoller Seitz

Like it or not, the Manning and Sammler families are brought together for Thanksgiving. Lily (Sela Ward) is reunited with her mother and brother (Bonnie Bartlett, Patrick Dempsey) for the first time since the funeral for her father, Phil. And the sometimes oblivious Rick (Billy Campbell) discovers, thanks to his mother (Barbara Barrie, "Suddenly Susan"), that maybe the Sammler kids aren't doing so well.

As a primer to Thanksgiving in the U.S. on Thursday, Once and Again offers up a special episode that's packed with special guests. Bonnie Bartlett (St. Elsewhere) and Patrick Dempsey (Scream III) come to the dinner table as Lily's (Sela Ward) mom and brother. They are reunited for the first time since Phil's funeral. Meanwhile, Barbara Barrie (Suddenly Susan) forces her son, Rick (Billy Campbell), to see that his children are not doing as well as he would like to believe.

When the children and mothers of Lily (Sela Ward) and Rick (Billy Campbell) come together for their first Thanksgiving as a new family, Rick must face his lifelong distress with the season. Fortunately, his mom (the wonderful Barbara Barrie) helps him to see both his own strengths, and the weaknesses that endanger his children.

"I think the basis of the episode is to try to talk about a subtle but powerful phenomenon having to do with parents' difficulty in staying connected with their children," says executive producer Marshall Herskovitz. "He is a very good man, a good father. He loves and cares for his children.

"The episode explores these themes. His mother is our eyes and ears - she knows he needs to wake up to what his children are experiencing."

The writing in this episode is moving because it is real and specific - and ultimately honest. Most parents experience some sort of awakening while they raise their children, however conscientious they are. It's refreshing to see the subject approached skillfully.

This domestic drama is always about feelings, and feeling are high around the Thanksgiving table this year. Dinner is at Lily's; she's having Rick, their mothers (Bonnie Bartlett and Barbara Barrie) and four fuming kids. The meal provides more fuel for angst. (Who makes better cranberry sauce? Is Jessie anorexic?) Again's naturalistic approach gives it the awkwardness of real life; you feel it's your family at the table. This week, you'll be thankful it's not. My score: 7

The holiday is celebrated by two extended families in a gathering that includes Rick's perky mom, Peg (Barbara Barrie), and Lily's standoffish mother, Barbara (Bonnie Bartlett). Which begs Lily's question: "Can we really have our mothers in the same room? Isn't that like matter and antimatter?"

Actually, the two senior ladies get along pretty well, but there are uncomfortable moments between Rick and Peg over his increasingly edgy relationship with his son and daughter. The tension builds to a confrontation that dredges up long-buried, angry feelings from Rick's past.

Description: Thanksgiving dinner brings Lily's and Rick's (Sela Ward, Billy Campbell) families together, reuniting Lily's mother and brother (guest stars Bonnie Bartlett, Patrick Dempsey) for the first time since her father's funeral. (In Stereo)

Performers: Bill Campbell, Meredith Deane, Marin Hinkle, Jeffrey Nordling, Susanna Thompson, Sela Ward, Shane West, Julia Whelan, Evan Rachel Wood

Airing:Tue 11/21/00

Thanksgiving at Lily's house is celebrated by members of her family and Rick's amid generous helpings of guilt and recrimination. Peg: Barbara Barrie. Barbara: Bonnie Bartlett. Rick: Billy Campbell. Lily: Sela Ward.

Eli: Shane West. Grace: Julia Whelan. Jessie: Evan Rachel Wood. Judy: Marin Hinkle. Aaron: Patrick Dempsey.

Cast: Billy Campbell, Sela Ward, Shane West, Evan Rachel Wood, Meredith Deane, Julia Whelan, Susanna Thompson, Jeffrey Nordling, Todd Field, Marin Hinkle, Barbara Barrie, Bonnie Bartlett, Patrick Dempsey

Rick Realizes Jessie Is Not Well On "ONCE AND AGAIN"(11/21/00) "Feast or Famine" -- Thanksgiving dinner brings the Sammler and Manning families together whether they like it or not, reuniting Lily's mom (Bonnie Bartlett, "St. Elsewhere") and brother (Patrick Dempsey, "Scream III" ) for the first time since Phil's funeral. Meanwhile, Rick's mother (Barbara Barrie, "Suddenly Susan") forces him to see that his children are not doing as well as he would like to believe, on "Once and Again," TUESDAY, NOV. 21 (10:00-11:00 p.m., ET), on the ABC Television Network.

"Once and Again" stars Sela Ward as Lily Manning, Billy Campbell as Rick Sammler, Julia Whelan as Grace Manning, Shane West as Eli Sammler, Meredith Deane as Zoe Manning, Evan Rachel Wood as Jessie Sammler, Susanna Thompson as Karen Sammler, Jeffrey Nordling as Jake Manning, Todd Field as David Casilli, Marin Hinkle as Judy, David Clennon as Miles Drentell and Jennifer Crystal as Christie Parker.

Guest starring are Bonnie Bartlett as Barbara Brooks, Barbara Barrie as Peg Sammler and Patrick Dempsey as Aaron Brooks.

"Feast or Famine" was written by Marshall Herskovitz and Edward Zwick and directed by Claudia Weill.

Thanksgiving dinner brings the Sammler and Manning families together whether they like it or not, reuniting Lily-s mom (Bonnie Bartlett) and brother (Patrick Dempsey) for the first time since Phil's funeral. Meanwhile, Rick's mother (Barbara Barrie) forces him to see that his children are not doing as well as he would like to believe, on "Once and Again."

Patrick Dempsey will "reprise his role as Sela Ward's mentally disable brother in the Thanksgiving episode of ABC's Once & Again, which airs Nov. 21."