Director Alan Berliner has a problem: He can't sleep. For much of his life, Berliner has been plagued by insomnia. It's left an indelible impact on both his career as a filmmaker and his personal relationships. In this documentary, Berliner examines his condition and his long, futile search for a good night's sleep. He talks with his family and a panoply of doctors and uses a meticulous assemblage of vintage film clips to illustrate his own disjointed mental state come bedtime.