The film opens with three convicts chained together while on highway clean-up detail. There is a brainy one named Harry Sawyer (Northam, An Ideal Husband), a brawny one named Bob (M.C. Gainey, ConAir) and a goofy, short one named Wayne Wayne Wayne Jr. (Zahn, You’ve Got Mail). There is also a funny gag involving a dead armadillo (if you find dead armadillos humorous) which leads to the three felons being driven back to prison for punishment. But their van crashes during a fight between Wayne and Bob, and the jailbirds escape.

Bob heads in one direction while Harry and Wayne steal a recreational vehicle from the parking lot of a convenience store gas station. While parked in the dark several miles later, they are picked up by Happy’s Town Sheriff Chappy Dent (William H. Macy, Mystery Men), who leads the men into the courthouse packed with local officials. Harry and Wayne think they’re about to be thrown back into the clink, while everybody else assumes that they are David and Steven, the national beauty pageant experts that Happy has hired to boost the chances of a local girl qualifying for a state beauty pageant. When the locals begin to negotiate their salary, Harry and Wayne think that their prison sentence is being haggled. Hilarity ensues.

The cons plan on picking up their fee in the morning and skipping town, but the observant Harry overhears the potential for a bigger score while waiting in line at the town bank. In two weeks, local farmers will cash giant checks for the year’s harvest, meaning the bank will have a ton of cash ripe for misappropriation. So Harry and Wayne decide to stick it out and pretend to be the pageant pros, thinking that watching teen-aged girls prance around in leotards may not be a bad way to spend some time while laying low.

Surprise No. 1 comes when they find out that the contestants in the Little Miss Fresh Squeezed Pre-Teen Talent Competition are about half the age they expected. Surprise No. 2 comes when they find out that the guys they’re impersonating are a gay couple. The whole town of Happy thinks the manly jailbirds are in a relationship and they have no choice but to play along. Apparently above the usual opinionated views that small-town Southerners may have about alternative lifestyles, the residents of Happy embrace Harry and David as celebrities, acknowledging their obvious talent for pizzazz by admitting "They’re crafty that way."

Things proceed predictably from here, with Harry beginning to con the relationship-phobic banker (Ally Walker, Profiler) and eventually falling for her, while Wayne is stuck with the talentless kids, forced to learn how to sew and dance. Not to be outquirked, Sheriff Chappy even has a sexual identity crisis.

Prior to the screening of this film at the Toronto International Film Festival, first-time director and co-writer Mark Illsley (who was the assistant on Robin Hood: Prince of Thieves) explained that about fifteen to twenty minutes of footage was reshot and inserted into the film after it played the Sundance Film Festival (where Zahn earned special acting honors). It appeared to me that most of the new scenes center around the relationship between Harry and the banker, which is too bad because I would have preferred to see more of the pageant preparation (Zahn) and less of the romance. You could also tell new footage from the old by Zahn’s disappearing "soul patch" (the hair right under his bottom lip). But the film is still a blast to watch, if not just for the wonderful actors involved in the project (Zahn took home a special acting award from Sundance), who reportedly all worked for scale.

1:44 – for mild violence, sexual content and adult language and situations