Harry Sawyer (JEREMY NORTHAM) and Wayne Wayne Wayne, Jr. (STEVE ZAHN) are two smalltime convicts on a Texas chain gang. When an altercation with convicted murderer Bob Maslow (M. C. GAINEY) results in a prison van crashing, the three escape with Maslow headed one way and Harry and Wayne, still chained together, another.
Finding and stealing an RV owned by Steven and David, two professional beauty pageant organizers who help coach little girls for local contests, Harry and Wayne then find themselves in more trouble than they could imagine. With a lawman (RON PERLMAN) on their trail, they stop on the outskirts of the small town of Happy, Texas where the local sheriff, "Chappy" Dent (WILLIAM H. MACY) mistakes them for the pageant organizers, who also happen to be gay.
Realizing they need to lay low for a while, that they'll get paid for their pageant work, and that the local bank, run by Josephine "Joe" McClintock (ALLY WALKER), is loaded with money and seems like easy pickings, the two decide they can act like the gay couple, despite knowing nothing about them or beauty pageants.
While Harry has Wayne work with the local girls and their schoolteacher, Ms. Doreen Schaefer (ILLEANA DOUGLAS), he sets out to study the bank. As the two then continue their ruse and become more closely involved with the local townsfolk as the "Little Fresh Squeezed" pageant draws nearer, they never imagine the romantic and criminal repercussions that are soon to follow.