Lost loves. Second chances. Who among us hasn't reflected on past romances and wondered why they went wrong? Twice Upon a Yesterday, an ambitious romantic drama set in contemporary London, embroiders on this notion via some magic realism and a touch of Cervantes' Don Quixote.

Handsome, out-of-work actor Victor (Douglas Henshall), is a likeable rogue or a pain in the butt, depending on whom you talk to. His girlfriend Sylvia (Lena Headey) once saw him as the former, but now leans toward the latter point of view, so much so that she's ditched her erstwhile beau in favor of marrying Dave (Mark Strong), a seemingly perfect man, tomorrow.

Victor isn't happy, even if he is supremely drunk. If only he hadn't told Sylvia he was having an affair. If only he could turn the clock back to when he and Sylvia were happy together. But, on this particular night, Victor just wants to pour his heart out to Diane (Elizabeth McGovern), a sympathetic barmaid who might possess supernatural powers, who sends him out into the pouring rain, with a borrowed red umbrella.

That umbrella turns out to be something of a talisman in Maria Ripoll's lively, if diverse, directing debut, which follows a wobbly and bemused Victor through a magical London nighttime. In a deserted lot, Victor meets Don Miguel (Eusebio Lazaro) and Rafael (Gustavo Salmeron), a pair of eccentric garbagemen, who seem to have supernatural powers, and who certainly are familiar with the exploits of Don Quixote, particularly the warning: 'Don't look for this year's birds in last year's nests.' Eventually, they dispatch Victor on a Scrooge-like journey into the past which reveals a lot about his true self.

Victor's woozy encounter with the trashmen leads to a new resolve and a second chance with Sylvia. But, ironically, the new and improved Victor lacks some of the bad-boy charm of the original. Given a new lease on life and love, Victor finds himself drawn less toward Sylvia than toward Louise (Penelope Cruz), an aspiring novelist he might never have met except for a twist of fate.

Written by novelist-songwriter Rafa Russo, Twice Upon a Yesterday is the latest in a succession of recent movies--Sliding Doors, Run Lola Run--having to do with fate and alternate realities. Filmmakers have always dabbled in fantasy, but director Ripoll seems devoted to the cloying, winsome flutter of New Age preciousness.

Henshall, perhaps best known to American audiences as the boorish brother-in-law in Philip Haas' Angels and Insects, is fairly boorish here as Victor, even if he adds an occasional dollop of boozy charm. Strong seems to be having fun with his character's alleged perfection, while the gifted McGovern simply is perfection in her all-too-brief turn as a barmaid who might not even exist.

--Ed Kelleher