Happy, Texas received such overwhelming praise during the Sundance Film Festival that we at Guyville.com had to see what all the fuss is about. What made the prospect of seeing this film more palatable was the fact that Steve Kahn had a leading role. Zahn, who stole the show as misfit criminal Glen Michaels in Out of Sight, one of my favorite films of recent years, is an extremely talented comic actor whose presence alone is usually enough to get some laughs. In Happy, Texas he scores once again with another hilarious performance. The film, while often quite amusing, is not as consistently funny as Zahn's performance and far too frequently seems to have the soul of a made-for-TV movie.

The plot of Happy, Texas is essentially your typical mistaken-identity comedy. Two escaped convicts, Harry Sawyer (Jeremy Northam) and Wayne Wayne Wayne Jr. (Zahn) steal an RV belonging to David and Steven, two gay men who specialize in putting on local pageants. Before long, the residents of Happy mistake these two cons as the specialists hired to help the local elementary-school girls win a regional pageant. You can see where this is leading. Not only do Harry and Wayne (a.k.a Steven and David) have no idea how to put on a pageant, but they're not gay either. Complications ensue.

Harry spots the local bank and decides it's a great target for robbery. Unfortunately an attractive woman named Josephine, or Joe (Ally Walker) also runs the bank. So Harry falls for Josephine, leading to the anticipated problems: Harry's supposedly gay, so he can't act on his desires and he wants to rob the bank, but of course has a conflict of heart. Throw in the fact that the local sheriff, Chappy (William H. Macy), falls for Harry, and you have a good, old-fashioned British-style mistaken-identity situation. And don't forget that this whole time Zahn is tasked with preparing the girls for the pageant.

There are two reasons to watch Happy, Texas: Steve Zahn and William H. Macy. Watching Zahn play a simple-minded convict with a short temper try to choreagraph the dance moves for the pageant is truly hilarious. At first he struggles to relate to the girls and their teacher (played by Illeana Douglas), but before long he's sewing sequined dresses and finds himself in a tryst with the teacher. This is a breakout role for the comic actor and I certainly hope it leads to bigger and better things.

Macy, playing the gay local sheriff who falls in love with Northam's Harry, is a revelation. In this occasionally goofy comedy of mistaken-identity, Macy imbues his role with dignity and depth. His eyes reveal the loneliness a gay man in a small Southern town who is required to live up to the occupation of macho sheriff. When he finds himself alone with Northam, his eyes light up with genuine joy. There is a terrific scene in which Macy takes Northam out on a date to a gay country bar and they spend the night dancing away. It's a terrific role for Macy, whose performance makes up for the fact that he is suffering from extreme over-exposure (William, take our advice, go on vacation for a couple months).

Outside of the performances of Macy and Zahn, there is little that stands out in Happy, Texas. Northam has a thankless role and plays it straight (no pun intended). The scenes between Northam and Walker are labored and excessively sappy. In fact, any scene not involving Zahn and Macy are frustrating because they are keeping us from watching these two terrific actors. The plot focuses far too much on Northam and Walker, and then strays further near the end when it involves another convict, Texas Marshalls, and the bank robbery. In fact, the whole bank robbery sub-plot should have been jettisoned in favor of watching Zahn put on a pageant (which we barely see).

In sum, Happy, Texas is an amusing film that does nothing to startle or offend. But the payoff of a mistaken-identity comedy should be a hilarious climax. In this film, there was great potential for such a climax involving the pageant. Instead, we had to settle for a run-of-the-mill, situation comedy that is notable only for two excellent performances. If it weren't for the redeeming presences of Steve Zahn and William H. Macy, something tells me Happy, Texas would have by-passed the big screen and headed straight to the video shelf.