Zany Visit to ‘Happy, Texas’

“Happy, Texas” is a hoot, a hilarious comedy that’s smart and caring, yet sexy and ingenious enough that it just might stir up some of that elusive “Full Monty”-style box-office appeal. It marks a nifty directorial debut for Mark Illsley, a second-unit veteran, and it sparkles with deliciously spot-on, career-advancing performances from Jeremy Northam, Steve Zahn, Ally Walker and Illeana Douglas, and boasts a portrayal from William H. Macy that’s such a comic gem it’s sure to remain a high point in Macy’s splendid filmography.

Illsley and co-writers Ed Stone and Phil Reeves cleverly slip a pair of convicts, the handsome and smooth Harry (Northam) and the wistful and clumsy Wayne (Zahn), a couple of petty criminals, away from a Texas chain gang. They land in the small town of Happy, Texas, where they find themselves mistaken for a pair of professional pageant producers hired to shape up a bunch of small girls so that they might qualify for the Little Miss Squeezed Pageant, a goal that has eluded the community for 25 years. It’s an unexpected opportunity for the escapees to elude the authorities in pursuit, but there is a catch: The actual pageant guys are known to be gay and also to be lovers.

Harry cons Wayne into coaching the girls despite his total inexperience in show biz. Meanwhile, Harry cases the local bank in order to crack its safe, which involves him getting to know its attractive owner, Joe (Walker). She feels comfortable in confiding her romantic problems to Harry in her belief that he’s gay, not realizing that the ultimate effect is to make him fall in love with her.

As Wayne starts to get the hang of working out a kiddie act, he in turn attracts their vivacious schoolteacher, Ms. Schaefer (Douglas). Despite the frustration of disguising their true sexual orientation, Harry and Wayne--though they are loath to admit it--are beginning to feel happier in Happy, Texas, than they have ever been in their heretofore wastrel existences.

Illsley plays the repressed sexual longing between Harry and Joe for all it’s worth, then throws in a wholly unexpected complication involving the sweet-natured local sheriff, Chappy (Macy), which provide some great comic as well as surprisingly tender moments.

With each twist and turn of the plot, Illsley et al raise the ante when it comes to the final payoff; the more complications multiply, the more the audience wonders how you’re going to unravel them in a satisfying manner. The filmmakers are inspired enough to avoid letdown and wise enough to resist an abrupt finish, but there’s no denying “Happy, Texas” requires quite a bit of time to play everything out. You probably won’t mind, however, because the picture’s such fun, with fine contributions from M.C. Gainey, Ron Perlman and Mo Gaffney.

It’s also sensitive and imaginative, a nice blend of satire and sweetness as Harry and Wayne are suddenly thrust into their new identities. As affectionate as it is zany, “Happy, Texas” looks to send both straights and gays home happy.

* MPAA rating: PG-13, for language, sexual content and some violence. Times guidelines: The open-minded adults whom the filmmakers target most likely would feel comfortable taking along mature adolescents.

‘Happy, Texas’

Jeremy Northam: Harry

Steve Zahn: Wayne

William H. Macy: Chappy

Ally Walker: Joe

Illeana Douglas: Ms. Schaefer

A Miramax presentation in association with Marked Entertainment of an Illsley/Stone production. Director Mark Illsley. Producers Illsley, Rick Montgomery, Ed Stone. Executive producer Jason Clark. Screenplay by Stone, Illsley and Phil Reeves. Cinematographer Bruce Douglas Johnson. Editor Norman Buckley. Music Peter Harris. Choreographer Kelly Devine. Costumes Julia Schklair. Production designer Maurin Scarlata. Art director Tobey Bays. Set decorator Phoebe O’Connor. Running time: 1 hour, 39 minutes.

At selected theaters.