Veronica Treadwell has a problem – she can’t sleep. A college professor and mother of two young boys, Veronica spends the days yawning through her own lectures and the nights wandering the streets of her SoHo, New York neighborhood in search of a remedy. It doesn’t help matters that her husband, Garr, has lost all interest in their love life; and Veronica suspects he is having an affair. So while the dog dozes, the children nap and Garr is in perfect repose – Veronica is seeking solace in an all night sleep-cure shop run by the flamboyant Rodney and Osvaldo.

During one of her lectures on sexuality in art, Reid, a young student recites some particularly passionate lines from Ovid, as though they were meant for Veronica. In a somewhat flustered state she hurries home to find her brother Roy, a knick-knack entrepreneur, and his new wife, Rae, temporarily moving in. They need somewhere to stay while trying to sell their wacky gadgets in yet one more town. This won’t help her slumber.

Meanwhile Garr, an environmental civil servant, spends his day meeting with a mob of angry citizens but being consoled by his attractive young assistant, Muffy, who has her own scheming agenda. She suggests Garr take sky-diving lessons with her to ease the tension with the result that Garr accuses his wife of being less adventurous than she used to be. Veronica still can’t get any shut-eye.

Reid begins to blatantly flirt with Veronica and she starts to think having some attention isn’t such a bad thing. At the same time, Garr is pouring his heart out to Muffy.

However the three couples are not so happy. Roy and Rae are having no luck selling the wind-up blinking eyes and chattering teeth and are plagued by money problems. Garr, who has moved in with Muffy after an “encounter” in the broom closet, disappoints her by being too afraid to jump out of a plane, and Veronica finds herself on a date with Reid where he fights with her sons over their Nintendo game! Now no-one is getting any rest.

Missing Garr, Veronica calls him in the middle of the night only to have him tell her to go back to sleep. At the end of her rope, Veronica seeks professional help but chances upon a jerk of a shrink who writes her a prescription and asks to take her out.

The characters come together in a finale at a talent contest which Ray is trying to win to get some much needed cash and get Roy to focus on her and not his wild ideas; but it is Garr who ends up on stage, dressed in wig and gown in a heart-warming plea to Veronica to reconcile.