Sometimes you leave a theater with the nagging feeling that there was something wrong with the film you just saw, but you can't put your finger on it. In "View from the Top," the major flaw is glaringly obvious in nearly every frame: Gwyneth Paltrow is clearly in the wrong movie.

The script for "View from the Top" was written by UCLA grad student Eric Wald as a project for his screenwriting class. The story is likable enough - a small-town girl yearns for more out of life and decides to become a flight attendant so she can see the world and pursue her destiny. Various distractions come her way - romance, career setbacks, unscrupulous friends - but she keeps her head high and stays focused on her dream.

Trouble is, director Bruno Barreto tries to turn this sweet and mild character study into a broad comedy with over-the-top supporting characters, plenty of cleavage shots and lots of really, really short skirts. It's like remaking the acclaimed 1994 Australian hit, "Muriel's Wedding," with the cast of the 1987 bomb, "Stewardess School."

Paltrow's out of her element within the movie's first 10 minutes, when she gets her first job on a small Las Vegas-to-Fresno airline and has to wear a pink and purple Spandex uniform alongside fellow flight attendants Kelly Preston and Christina Applegate. Now, playing up a fish-out-of-water scene with the model-thin Paltrow and her curvaceous co-stars in such trashy outfits would have been funny, if the street clothes her character constantly wears off-duty weren't equally tasteless and low-class.

It's too easy to picture a different blonde actress playing Paltrow's part. Someone with more of a reputation for physical comedy, like a Cameron Diaz or a Lisa Kudrow, could have made audiences laugh more at the comic mishaps.

That would have made the tender scenes where she confronts her destiny even more poignant, perhaps. Paltrow approaches the role from the opposite direction: She's an Actress, and a very good one, lowering herself to playing a bimbo-esque character who eventually grows smart and sophisticated. Audiences don't feel much empathy for her, because that is what they expect her to be all along.

On to those over-the-top supporting characters: Mike Myers proves he's a master of comic timing as a cross-eyed flight attendant instructor. Thirty seconds of that character would have been hilarious. Thirty minutes is way too much.

And Candace Bergen, well-cast as a legendary flight attendant and best-selling motivational author, provides proof the movie's not taking itself too seriously as she becomes Paltrow's mentor and bequeaths to her the mantra, "Paris. First class. International." But the big hair and Texas pageant queen fashions get old fast too, and inklings of a much wittier and funnier character barely peek through, especially in the clumsily contrived scene where Paltrow finally breaks the last barrier to landing her dream job.

The romantic element is the only part to "View from the Top" that seems genuine. Mark Ruffalo plays a decent guy with a realistic view of their budding relationship, and he's got just enough personality and depth to make their attraction interesting without getting corny.

As often happens, the best scenes in this movie are the outtakes that play as the credits roll. But even in those, you'll probably find yourself wishing you were watching somebody else.

"View From the Top"

Rated PG-13 for language and sexual references

Starring: Gwyneth Paltrow, Mark Ruffalo, Christina Applegate, Mike Myers, Candace Bergen

Directed by: Bruno Barreto

Length: One hour 25 minutes

Now playing at: Astoria Gateway Cinemas

Rating: Two stars (out of four)

Trivia: What lasting tradition in Gwyneth Paltrow's life came out of her 1991 role in Steven Spielberg's "Hook?"

Answer: Paltrow spends every Thanksgiving with Steven Spielberg and Kate Capshaw in The Hamptons.

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