Hello! I am looking for a good paint color for my family room. Right now, it has old 1960's cheapo paneling on 3 walls, with a brick fireplace as the 4th.

We are not going to paint the brick, but would like to paint the paneling and the walls. The room is half-way underground (lower part of a split level), and it has windows on only the eastern wall. The room gets good light in the early a.m., but feels like a cave the rest of the day).

I was thinking of painting the paneling some kind of creamy color -- a creamy off-white with white trim to make the room feel more light and bright. I'm not sure of an exact shade -- does anyone have something to recommend? I don't want something too yellow-y; we used what I thought would be an off-white in my son's room and everybody calls it yellow. I will buy the paint at either Home Depot or the local BM store. Or should I go with a light-to-medium beige with crisp white trim?

Another question -- we will have to use Kilz primer over our lovely paneling. Is there any special kind of paint we should use over that? We have used Behr paints in the past w/ good results; will that be ok over the Kilz?

And -- I'm not sure about the wall by the stairs, and the little hallway leading out of family room, and the closet door. Should they be the creamy color as well, or the trim color? Ceiling -- plain old ceiling white? For the time being, we are going to keep the ratty old furniture and track lighting (we have other remodeling needs).

The connecting rooms are just the basement (door closed most of the time), a powder room (wallpaper in white, beige, light blues and greens), and the foyer upstairs (a pale yellow that will be redone in an as yet undecided neutral or warm color when we remodel the kitchen, etc. upstairs).

Thanks for any suggestions! Here are some before pics (excuse the mess -- took these after a birthday party):

Family Room