Martin Freeman, Simon Pegg, and Gwenyth Paltrow in The Good Night ©2007 Yari Film Group Releasing

When Gwyneth Paltrow first enters The Good Night, you could be forgiven for not recognizing her. Dressed in a baggy blue-striped men's pajama top, her face is framed by a limp mane of drab brown hair. Her dark eyes are tired. She jostles for a place at the washbasin while brushing her teeth with an electric toothbrush. A vaguely non-descript ordinary guy of ordinary stature with ordinary hair is brushing his teeth next to her. This is Gary and Dora. In the bedroom, she is the first to turn her light off. "Can you turn the heat up?" she asks exhaustedly. "I'm schvitzing," he complains before getting out of bed to adjust the heating. "Love you," her voice rings out monotonously as Gary switches his light off. Without much conviction, he answers: "I love you, too."

The Good Night is the story of a once-successful musician — played by Martin Freeman, well known to fans of the original British version of The Office — who has resorted to cranking out television commercial jingles in order to pay the bills. He and Dora, his long-term American girlfriend, have moved to New York where, under the stress of holding down his demanding but degrading job, their relationship has eroded to the point of inertia. By contrast, his best pal and former band mate Paul (Hot Fuzz's Simon Pegg) has developed a successful business career in the music industry, is getting a country house, and is enjoying a bit of extramarital fun with a girl who dreams of being a gymnast.

Then on a shimmering golden evening against the backdrop of a rolling country estate, Gary encounters the beautiful, dark, and mysterious Anna (Penelope Cruz), who wordlessly speaks to him. She is, literally, the woman of his dreams. But he can only be with her when the lights go down, and he slips into slumber. As a result, Gary seeps deeper into depression, only finding solace behind a sleep mask in his shuttered bedroom. To learn more about the techniques of lucid dreaming, he consults the fast-talking "dream doctor" Mel (Danny DeVito), who runs workshops out of a community building. But when Gary sees his dream girl on a bus ad, he knows he must find her.

The Good Night was written and directed by Gwyneth's brother, Jake Paltrow, who has penned studio film scripts and directed episodes of NYPD Blue. Night marks his first feature-film directorial debut. Paltrow had to convince her younger brother to let her take on the role of Dora, her first major role since Running With Scissors, after which she cut back her manic work schedule to be with daughter Apple and son Moses.