"Two escaped convicts roll into the village of Happy, Texas, where they're mistaken for a gay couple who work as beauty pageant consultants. They go along with it to duck the police, but the local sheriff has a secret of his own."
Jeremy Northam
as Harry Sawyer
Steve Zahn
as Wayne Wayne Wayne Jr.
William H. Macy
as Sheriff Chappy Dent
Ally Walker
as Josephine "Joe" McClintock
Illeana Douglas
as Doreen Schaefer
M.C. Gainey
as Bob Maslow
Ron Perlman
as Marshal Nalhober
Mo Gaffney
as Mrs. Bromley
Paul Dooley
as The Judge
Jillian Berard
as Madison
Scarlett Pomers
as Jency
Melissa Arnold
as Other Happy Girl
Cassie Silva
Tiffany Takara
Tim Bagley
as David
Michael Hitchcock
as Steven
Ed Stone
as Alton
Rance Howard
as Ely
Derek Montgomery
as Bully Boy
Kiva Lawrence
as Pageant Judge
Carley Fink
as "Little Light Girl"
David Shackelford
as Varnel
Kim Story
as Guard
Mark Illsley
as Guard on Horse with Shotgun (uncredited)
Tim Cowgill
as Local Cowboy (uncredited)
Krista Lewis
as Bank Teller (uncredited)
Keo Woolford
as Cabana Boy Kimo (uncredited)
Guy J. Graves
as Tow Truck Driver (uncredited)
Screenplay
Director
Phil Reeves
Michael Leahy
Additional Photography
Jason Clark
Executive Producer
Bruce Douglas Johnson
Director of Photography
Norman Buckley
Editor
Joe Garcia
Casting
Associate Producer
Rick Montgomery
Producer
Phoebe O'Connor
Set Decoration
Peter Harris
Music
Julia Schklair
Costume Design
Maurin L. Scarlata
Production Design
Glenn S. Gainor
Co-Producer
Tobey Bays
Art Direction
Jody Spilkoman
Second Second Assistant Director
April Littlejohn
Stunts
Vocals