"Happy, Texas" wins this years award for dumbest plot in an enjoyable movie.

A ridiculous yarn about two escaped cons posing as gay beauty pageant directors while they hole up in a small town, most of the comedy here is barely above sketch caliber, but the movie's fantastic cast takes it to another level.

Steve Zahn (the dimwit stoner in "Out of Sight") and Jeremy Northam (from "An Ideal Husband" and "The Winslow Boy," but sounding all-American here) star as the convicts, who escape a west Texas chain gang and hijack an RV that, unbeknownst to them, belongs to the real gay pageant directors.

They're pulled over by the Happy, Texas sheriff (William H. Macy) who doesn't haul them in -- which is what they expected -- but drags them into town saying everyone has been looking for them.

Rifling through the RV, they soon figure out who the town thinks they are -- a twinkle-toed couple, come to Happy to see to it the town's little girls qualify for the Little Miss Freshly Squeezed competition -- something the darlings have failed to do many years running.

Zahn' stock in trade is playing the affable dunce with a 5th grade education, and the movie is kept afloat by his unhinged performance that makes every minute he's on screen twice as funny as it logically should be. Refusing to play gay in the early going, by the end he's embraced at least the pageant director facade, staying up all night sewing the girls' costumes, inventing clumsily choreographed production numbers and complaining to Northam like a neglected wife. Meanwhile, he can't quite keep his heterosexuality in check and has started getting some on the sneak with the contestants' sugar, spice and apple pie schoolteacher (Illeana Douglas).

Northam's character does a better job of playing his assumed role, going as far as to go on a country-swing dance date with the sheriff, who stumbles out of the closet when he thinks the pageant boys' relationship is on the rocks.

The mustachioed Macy takes just the right tone playing the sheriff everyone calls Chappy as a bit of a bumbler who is, nonetheless, the movie's most sympathetic character.

Northam finds himself playing both sides of the sexual equation when he becomes "girlfriends" with the gal who runs the local bank (Ally Walker), mostly because he's planning a heist and hopes to glean information that will make it easier. Of course, in the process he falls in love with her.

With two brilliant performances in drawing room melodramas already under his belt this year, Northam clearly enjoys playing his character's modern, criminal charm. But he does it without overshadowing the zany Zahn, whose badly feathered mane and biker dude facial hair only help to cut a more comedic figure.

Sublime supporting players Macy ("Mystery Men," "Fargo") and Douglas ("Grace of My Heart," "To Die For") give notable flesh to roles that could have been tossed off on lesser actors, and it's thanks to these two and Walker (late of TV's "Profiler") that "Happy, Texas" is more than just a middling comedy with two great leads.

In the last act, another escaped con, introduced in the opening scene only so he can show up later and blow our heroes' cover, forces a climax that exposes much of the screenplay's sadly gimmicky plotting. But by that time co-writer and director Mark Illsey has consumed the audience in the dumb fun of his matinee fodder movie.

"Happy, Texas" is endlessly funny, even if many of the laughs are predictable and predicated on its bungled stew of story elements lifted from such sorry sources as "Fled," "Three's Company" and "To Wong Fu, Thanks for Everything, Julie Newmar."