THE GOOD NIGHT

By JUSTIN CHANG
Variety, 1/26/07

Sweet dreams, indeed. As becalmed and refreshing as a good night's sleep, writer-director Jake Paltrow's first feature delves assuredly into the mind of a lost soul who literally encounters the woman of his dreams. Though its forays into the subconscious may strike more adventurous cinematic palettes as precious and unimaginative, few will be able to resist Martin Freeman's appealing lead turn or the wry Brit wit that gives this fanciful confection a robust comic core. Given the right push emphasizing its marquee names, "The Good Night" could hit sleeper status.

Compared to David Lynch's convulsive dreamscapes and Michel Gondry's "The Science of Sleep" -- all films that seek to strand the viewer in an impenetrable chain of dream logic -- "The Good Night's" fascination with hallucination and reverie doesn't go much deeper than the surface level. Fortunately, it's an enchanting surface that doesn't wear out its welcome for a good 93 minutes.

Puzzling mock-doc prologue introduces a trio of characters discussing the life of sad-sack musician Gary Sheller in tones of hushed regret. Of the three, only Paul ("Shaun of the Dead's" Simon Pegg) plays a part in the story that follows, set two years earlier.

Gary (Freeman) is a thirtysomething Londoner now living in New York, a nice but hapless bloke with all the detritus of a movie midlife crisis. Since his band broke up seven years ago, he has eked out a living scoring TV commercials, to the increasing chagrin of his mildly depressive live-in girlfriend Dora (the helmer's sister, Gwyneth Paltrow).

Even worse, Gary's friend and former bandmate, Paul, is doing quite well for himself in an advertising career.

Given Dora's irritable demeanor and Gary's tendency to aggravate it by saying exactly the wrong thing, it's no surprise that their love life is mutually unsatisfying. So when Gary starts having recurring dreams about a beguiling mystery woman (Penelope Cruz) who seems to offer more of herself to him every night, they have a rejuvenating effect.

Wanting more, he takes an active interest in lucid dreaming -- the act of becoming aware of and even controlling one's dream state -- getting all sorts of tips from a New Age-y, self-styled expert (an amusing Danny DeVito).

Gary's growing obsession with manipulating his nocturnal entertainment -- he sound-proofs his bedroom and gets cranky whenever he's awakened mid-dream -- doesn't improve his relationship with Dora; somehow, even Paul's foolhardy dalliances in cybersex manage to widen the rift. Eventually Dora announces they need time apart and jets off to Venice, leaving Gary to indulge his fantasies to the fullest.

But after a wide-awake Gary sees Anna's face plastered on the side of a bus, he soon learns she's a real-life model (whose actual name, Melodia, strikes a rather obvious note), and Paul all too conveniently books her for a commercial. The foundation for Gary's discovery and face-to-face meeting with his fantasy lover isn't particularly well-laid, but by this point, the script has set a fascinating structural dilemma for itself, and Gary and Melodia's waking interactions easily compel one's interest and anticipation.

Subsequent plot turns are anything but predictable, and the tale begins to take on a quiet gravity as Gary's fantasy life is increasingly infected by his reality. The moving denouement is both a testament to the power and necessity of dreams and a bittersweet acknowledgment of their limitations.

With so many first-time helmers lately piling on the flash and visual gimmickry, the measured pacing and almost crystalline purity of Jake Paltrow's direction can't help but come as a soothing relief. The filmmaking is arguably too tasteful at times; intriguing as they are, Gary's dream sequences are absent any real sense of mystery or danger, and the use of stately fade-ins and fade-outs as delineating markers leads to some rhythmic awkwardness. In "The Science of Sleep," dreams and reality blurred together inscrutably; here, they exist opaquely side-by-side.

Best known Stateside for "The Hitchhiker's Guide to the Galaxy" and the BBC's "The Office," Freeman carries the movie in his sleep, so to speak, showing terrific leading-man chops in a delightfully shaggy, self-effacing role. Continuing her dowdy-brunette look from "Running With Scissors," Gwyneth Paltrow comes through with a prickly, witty characterization that, despite a maudlin streak, occasionally lets the sun peek through.

Supporting perfs are similarly well handled. Looking as ravishing as she did in "Volver" (with no small help from Verity Hawkes' splendid costumes, including one striking white tux), Cruz breaks her so-called English-language curse with a role that requires her to be seductive and not much else. Needless to say, she acquits herself admirably. And Pegg, with his crack comic timing, pockets every other scene as Gary's lovable bastard of a best friend.

Production design is aces, the predominantly gray scheme of Gary and Dora's dreary apartment providing a "Wizard of Oz"-like contrast with the vivid colors and textures of the film's dreamscape; Giles Nuttgen's cinematography astutely follows in kind. Alec Puro's unobtrusively melodic score, which incorporating a tender composition Gary writes late in the picture, plays an especially significant role.

Gotham-set pic was largely filmed in London -- a disjunction that, given the film's Anglophilic bent, almost makes sense.

An Inferno Distribution and Tempesta Films presentation of an MHF Zweite Academy Film production in association with Grosvenor Park Media. Produced by Donna Gigliotti, Bill Johnson. Executive producers, Jim Seibel, Robert Whitehouse, Oliver Hengst, Ernst-August Schneider. Co-producer, Nicky Kentish Barnes. Directed, written by Jake Paltrow.

Anna/Melodia - Penelope Cruz
Gary - Martin Freeman
Dora - Gwyneth Paltrow
Paul - Simon Pegg
Mel - Danny DeVito