Filmed in Wilmington, N.C., by Lavin Entertainment Group in association with MTM Entertainment and the Family Channel. Executive producer, Linda Lavin; producer, Jack Lorenz; director, Bob Clark; writer, Tim Cagney; camera, Stephen Katz; editor, Stan Cole; set decorator, Jim Ferrell Jr.; sound, Steven R. Smith; music, Paula Zaza. Cast: Mary Tyler Moore, Linda Lavin, Shirley Knight, Paul Winfield, Nathan Watt, Wayne Grace, Allison Mack, Martin Hundley, Christopher Jones, McKenzie LaCoss, Deborah Knox Meschan, Emily Caitlin Bivins, Robert C. Johnson, Barry Bell, Melissa Bickerton, Brandon Crawford. Lushly filmed on location in North Carolina, "Stolen Memories" showcases the formidable talents of Shirley Knight and Linda Lavin as well as newcomer Nathan Watt, but its weak link is the "child-woman" of Mary Tyler Moore, the most challenging role in the film. Jessie, virtually a shut-in all her life -- her closest friends are roses in her well-tended garden -- allows Freddie to coax her out of the house, into town and into little adventures. For his part, Freddie discovers a wonderful kind of maturity in caring for his addled aunt. She and Freddie forge an unbreakable bond.

Filmed in Wilmington, N.C., by Lavin Entertainment Group in association with MTM Entertainment and the Family Channel. Executive producer, Linda Lavin; producer, Jack Lorenz; director, Bob Clark; writer, Tim Cagney; camera, Stephen Katz; editor, Stan Cole; set decorator, Jim Ferrell Jr.; sound, Steven R. Smith; music, Paula Zaza. Cast: Mary Tyler Moore, Linda Lavin, Shirley Knight, Paul Winfield, Nathan Watt, Wayne Grace, Allison Mack, Martin Hundley, Christopher Jones, McKenzie LaCoss, Deborah Knox Meschan, Emily Caitlin Bivins, Robert C. Johnson, Barry Bell, Melissa Bickerton, Brandon Crawford. Lushly filmed on location in North Carolina, “Stolen Memories” showcases the formidable talents of Shirley Knight and Linda Lavin as well as newcomer Nathan Watt, but its weak link is the “child-woman” of Mary Tyler Moore, the most challenging role in the film. Jessie, virtually a shut-in all her life — her closest friends are roses in her well-tended garden — allows Freddie to coax her out of the house, into town and into little adventures. For his part, Freddie discovers a wonderful kind of maturity in caring for his addled aunt. She and Freddie forge an unbreakable bond.

But over the course of the summer, Jessie experiences debilitating flashbacks as to how she became retarded; these flashbacks are the mechanism driving the story. The climax, set at a carnival, unveils the long-buried truth, which involves racism and murder.

The fact is, auds should be wary of any TV movie featuring a big star playing a mentally retarded adult: Will the perf be actorly grandstanding, embarrassing both the viewer and performer? Or will it be credible, convincing and poignant?

Moore is none of these, but she turns in her best, and there’s too much talent onscreen and off to detract from the overall piece.

First-time scripter Tim Cagney does a fine job layering subtext and capturing relationships; his use of locations as symbols — especially the climactic carnival scene — is somewhat obvious but adds texture to the plot.

But it’s Lavin — who exec produced — and Knight who draw, with conviction and intelligence, the strongest roles. Watt also carries his role with conviction.

“Memories” uncovers some awful truths and provides satisfying epiphanies for the characters; it teaches some lovely lessons in a charming way and, as the Family Channel mandates, celebrates the power of family.

Tech credits are pro, but the music is rather frantic and overpowering in key scenes. Sound quality on review tape was poor.

Stolen Memories: Secrets from the Rose Garden

(Sun. (7), 7-9 p.m., Family Channel)

Production

It's 1956 and 12-year-old Freddie (Watt) is shipped down South for the summer to learn about his Southern roots and his three eccentric old-maid aunts: Earline (Lavin), Sally Ann (Knight) and the very off-center Jessie (Moore). Freddie couldn't be unhappier about staying with this trio, until he discovers the charms of their old house, the town and the childlike charisma of Jessie, who has the mind of a 6 year old.

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