If you look closely at Bedtime Stories it is almost possible to see how the cast and crew were making up the movie as it went along. There's certainly no evidence of a script. It's just a series of nonsensical events that at times are anchored by reality and at other times are pure fantasy. No one would notice this lack of direction if the movie at least were funny.

Adam Sandler plays Skeeter Bronson, the latest in his long line of lovable losers. He's a hotel handyman who longs for the day he will be in charge.

We know he is supposed to be in charge by the narration supplied by Jonathan Pryce, which sounds like a pale rip-off of the TV series Pushing Daisies.

While watching his niece and nephew for a week, Bronson discovers that elements of his made-up bedtime stories come true the next day. He decides to use this gift to get the job he wants.

At this point, Bedtime Stories loses focus. At times, the events that come to life from the bedtime tales are based in reality. It takes some clever writing to do this, such as a scene in which gumballs rain down from the heavens.

But at other times, make-believe becomes real with no explanation. A group of women just start dancing ''The Hokey Pokey.'' There's no payoff to the scene.

But director Adam Shankman didn't make this mess on his own. Sandler goes over the line trying to find a place in the film for his buddy Rob Schneider, whose portrayal of a Native American is the most offensive since F Troop was on the air in the 1960s.

Courtney Cox plays a mix of every school-principal stereotype in a role that's a waste of her skills, and the talented Keri Russell is reduced to standing around watching while Sandler mugs with a Guinea pig that has eyes the size of a Frisbee, another lame attempt to get a laugh.

Once Bedtime Stories hits DVD it can live up to its name. It will certainly put you to sleep.

Cast: Adam Sandler, Keri Russell, Courtney Cox, Lucy Lawless, Guy Pearce

Director: Adam Shankman

Screenwriters: Matt Lopez, Tim Herlihy

Producers: Jack Giarraputo, Andrew Gunn, Adam Sandler

A Disney Enterprises release. 85 minutes. Mild language. Playing at area theaters.

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