Kern. Ransohoff and Bakshi coproduced the film - which follows one family through eighty years, from Zalmie, an immigrant kid at the turn-of-the-century, to his great-grandson Pete, a rock star of today. Lee Hoidridge wrote the original score and adapted almost a century of hit songs which are threaded through the tale that spans four generations. While the score reflects America's changing musical taste - from the quivering vibrato of Eva Tanguay to the delicate jazz of Dave Brubeck to the driving rock of Jimi Hendrix - Bakshi points out that American Pop is not a musical cavalcade. Or even a musical. "The one unifying element in their lives is a love of music so strong that it almost seems a genetic trait,'' he says, then adds, "It's a very complex story to tell, in any medium, let alone animation. The aim is to come to know the characters as flesh-and-blood people. "That's asking a lot from a stack of drawings. But that's the challenge. And I love it." Why didn't he take the obvious approach - and make American Pop as a live-action drama? "Because I'm an animation director, and I feel that we have tapped only a tiny part of animation's potential, including my own work," he says. "So if something has never been done in animation before, that is already a valid reason to do it." The backgrounds in "American Pop,'' for example, are not the usual animation sketches, he explains. ''They're paintings. They're legitimate pop art." To achieve those paintings - the Bowery as a canyon of cascading lights; scorched, streaming faces at a sweatshop fire; music execs, refracted surreally through the glass window of a record studio control room - Bakshi encouraged new artists to join the animation ranks. "I looked all over the country for real painters," he recalls. "I went to galleries, schools, studios. And among those who contributed to this picture could - I think - be the next generation of Andrew Wyeths and Reginald Marshes." As ''American Pop'' cuts a swath through history, says Bakshi, the art style changes from era to era. "The Bowery sequence is done in broad, amusing turn-of-the-century strokes. The 1950s are painted in acrylics, very hard, very flat, like Hopper, because that was the technique of the period." With each transition, the music also changes, echoing the tempo of its time. Composer-conductor-arranger Lee Hoidridge ("Jonathan Livingston Seagull") listened to literally thousands of vintage records, during three months of intensive research. Frequently, where the audio quality fell below today's standards - or the rights were tied up in a legal limbo - he re-recorded the tunes with new artists, but kept faith with original arrangements. For the swing sound of the '40s, such veteran sidemen as Shelly Mann and Ray Brown were brought into a recording studio to evoke the big band era. In a later sequence, says Holdridge, "all you have to hear is a few bars of 'Mona Lisa,' and know you're in the '50s." While the soundtrack features such well-known musical performers as Lou Reed, The Doors, The Mamas and the Papas, Jimi Hendrix, Peter, Paul and Mary, Benny Goodman, Dave Brubeck and Janis Joplin, the character voices are virtually unrecognizable. That is a departure, agrees Bakshi, from the approach of packing an animated feature with disembodied star voices. "The problem with famous actors, is that they usually overwhelm the characters,'' he points out. "It's distracting. I prefer solid professional actors who fit roles.'' But then Bakshi admittedly has strong feelings on every phase of animation - the only profession he has ever known. "In every picture I make," he points out, "I try to keep faith with the story I'm telling and its genre. If that means being outrageous - as 'Fritz the Cat' or 'Coonskin' was - I have no other choice, If it means envisioning a world of magic and legend, like Tolkien's 'Lord of the Rings,' then I want magic in every frame.'' It was when Tolkien's myth was safely launched that Bakshi turned from the fantasy of Middle Earth to the ambitious reality of American Pop "It was a homecoming of sorts:' he says. "I was returning to my first love - America, its people, its spirit and its streets.'' American Pop is a Columbia Pictures release of a Martin Ransohoff Production and a Ralph Bakshi Film. It was co-produced by Ransohoff and Bakshi, and directed by Bakshi from a screenplay by Ronni Kern. Richard R. St. Johns was executive producer. Music adaptation and original music by Lee Holdridge.