# Happy Texas
**Happy, Texas** is a 1999 American comedy directed by Mark Illsley, in which two escaped convicts hide in the small town of Happy, Texas by posing as a gay couple hired to coach a children's beauty pageant. It stars [Jeremy Northam](https://www.edgepedia.org/jeremy-northam), Steve Zahn, William H. Macy, [Ally Walker](https://www.edgepedia.org/ally-walker), and [Illeana Douglas](https://www.edgepedia.org/illeana-douglas), and was written by Illsley with Ed Stone and Phil Reeves.[1](https://www.miramax.com/movie/happy-texas/)
| Key fact | Detail |
|---|---|
| Release | October 1, 1999 (limited), distributed by Miramax; PG-13; 98 minutes[2](https://www.the-numbers.com/movie/Happy-Texas) • [3](https://www.movieguide.org/reviews/movies/happy-texas.html) |
| Filmmakers | Mark Illsley's directorial debut; written by Illsley, Ed Stone, and Phil Reeves[1](https://www.miramax.com/movie/happy-texas/) |
| Principal cast | Jeremy Northam (Harry Sawyer), Steve Zahn (Wayne Wayne Wayne Jr.), William H. Macy (Sheriff Chappy Dent), Ally Walker, Illeana Douglas[1](https://www.miramax.com/movie/happy-texas/) |
| Sundance 1999 | Premiered at the festival and nominated for the Grand Jury Prize; Miramax acquired it for a reported $2.5 million after a reported $10 million top bid was declined[1](https://www.miramax.com/movie/happy-texas/) • [4](https://journalrecord.com/1999/01/29/business-sense-at-sundance-a-megadeal-that-wasn39t/) |
| Budget and gross | $1.7 million production budget; $2,039,192 domestic and $2,891,228 worldwide box office[2](https://www.the-numbers.com/movie/Happy-Texas) |
| Critical reception | Metascore 62 (generally favorable), from 20 positive, 8 mixed, and 3 negative critic reviews[5](https://www.metacritic.com/movie/happy-texas/critic-reviews/) |
| Filming location | Shot in Peru, California, about 40 miles from Los Angeles, rather than in the real Texas Panhandle town[6](https://www.oneguysopinion.com/mark-illsley-and-ed-stone-on-happy-texas/) |
## Spoilers
### Plot
Harry Sawyer (Northam) and Wayne Wayne Wayne Jr. (Zahn) escape from a Texas chain gang when their prison van overturns, cut through their handcuffs, and steal a recreational vehicle at a gas station.[7](https://www.rogerebert.com/reviews/happy-texas-1999) The RV belongs to Steven and David, a gay couple who travel Texas consulting on children's beauty pageants, and the fugitives discover this only after arriving in the town of Happy, where the couple is expected.[7](https://www.rogerebert.com/reviews/happy-texas-1999) • [8](https://www.justwatch.com/us/movie/happy-texas)
To avoid the police, the two men masquerade as the consultants and take on the "Little Miss Fresh-Squeezed Pre-Teen" beauty pageant, for which the town has waited 25 years.[1](https://www.miramax.com/movie/happy-texas/) • [9](https://www.latimes.com/archives/la-xpm-1999-oct-01-ca-17443-story.html) Complications follow: Sheriff Chappy Dent (Macy), who comes out after the pair arrives, develops an attraction to Harry, and Wayne falls for schoolteacher Ms. Schaefer (Douglas).[10](https://www.rottentomatoes.com/m/happy_texas/cast-and-crew) The two convicts also plan to rob the town's bank while lying low.[10](https://www.rottentomatoes.com/m/happy_texas/cast-and-crew)
## Production
**Financing and location.** Illsley spent two and a half years seeking financing and eventually took out family loans to film the movie.[6](https://www.oneguysopinion.com/mark-illsley-and-ed-stone-on-happy-texas/) He scouted the Texas Panhandle, driving 2,700 miles in six days, and judged the real town of Happy the best choice, taking photos of it that the writers used while drafting the script. With the budget exhausted, the production stayed in California to save $150,000, shooting in Peru, California, about 40 miles from Los Angeles; co-writer and producer Ed Stone joked that they had shot "so west that we had to skip two states."[6](https://www.oneguysopinion.com/mark-illsley-and-ed-stone-on-happy-texas/) [Steve Zahn](https://www.edgepedia.org/steve-zahn) said the film was shot in 26 days "for no money," with cast working at the [Screen Actors Guild](https://www.edgepedia.org/screen-actors-guild) minimum.[11](https://www.cbsnews.com/news/steve-zahn-is-zany-yet-again/) • [6](https://www.oneguysopinion.com/mark-illsley-and-ed-stone-on-happy-texas/)
**The Sundance sale.** At the January 1999 [Sundance Film Festival](https://www.edgepedia.org/sundance-film-festival) the comedy generated the most buyer interest of any film there. Its makers turned down a reported $10 million offer and accepted the third-highest bid, from Miramax, which sources put at $2.5 million, covering the $1.7 million production cost and $800,000 in deferred payments to the actors, plus a share of the box office. Director Illsley said he preferred a studio that would market the film properly to one with the biggest checkbook.[4](https://journalrecord.com/1999/01/29/business-sense-at-sundance-a-megadeal-that-wasn39t/) The sale itself became contentious: agent Cassian Elwes of the [William Morris Agency](https://www.edgepedia.org/william-morris-agency) was accused of telling people Miramax had offered more than $10 million, a claim he denied, and Illsley publicly distanced himself from a Miramax press release describing the deal, saying "Miramax was not the highest bid. But they were not the lowest."[12](https://www.latimes.com/archives/la-xpm-1999-jan-29-ca-2675-story.html)
**Reshoots.** After Miramax picked up the picture, it was extensively re-shot and re-edited based on audience reaction, a process the filmmakers themselves urged and the studio funded.[6](https://www.oneguysopinion.com/mark-illsley-and-ed-stone-on-happy-texas/)
## Reception
Critics generally responded warmly. The film scored 62 on Metacritic, with 20 of 31 reviews positive.[5](https://www.metacritic.com/movie/happy-texas/critic-reviews/) Roger Ebert, film critic of the *Chicago Sun-Times* and winner of the 1975 [Pulitzer Prize](https://www.edgepedia.org/pulitzer-prize) for criticism, gave it three stars and called it one of those comedies "that doesn't pound us on the head with the obvious, but simply lets us share vast amusement."[7](https://www.rogerebert.com/reviews/happy-texas-1999) Kevin Thomas of the *Los Angeles Times* called it "a hoot" and praised Macy's portrayal as a comic gem, while *Rolling Stone*'s Peter Travers credited Zahn as the main reason the laughs keep coming.[9](https://www.latimes.com/archives/la-xpm-1999-oct-01-ca-17443-story.html) • [5](https://www.metacritic.com/movie/happy-texas/critic-reviews/) Recurring criticisms targeted the script rather than the cast: the *Deseret News* found the film short on real belly laughs, and the *Boston Phoenix* wrote that a zany farce opening turns into a bland middle-of-the-road romantic comedy.[13](https://www.deseret.com/1999/11/12/20089370/film-review-happy-texas/) • [14](https://bostonphoenix.com/archive/movies/99/09/16/HAPPY_TEXAS.html)
**Box office.** Released limited on October 1, 1999 in 8 theaters, the film expanded to a maximum of 146 theaters and grossed $2,039,192 domestically and $2,891,228 worldwide against its $1.7 million production budget.[2](https://www.the-numbers.com/movie/Happy-Texas) Producer Jason Blum later described it, laughing, as one of the least successful acquisitions of his career at Sundance.[15](https://apnews.com/article/8e5e4a8c97331218e59489369655bc6b)
## Legacy
The film is remembered chiefly as a Sundance 1999 artifact. It premiered in the same festival year as *The Blair Witch Project*, whose acquisition saga overshadowed most other deals that year, and its sale became a case study in how festival bidding wars and their publicity can spin out of a first-time director's control.[16](https://filmthreat.com/uncategorized/sundance-film-festival-myths-one-filmmaker-tells-all/) • [12](https://www.latimes.com/archives/la-xpm-1999-jan-29-ca-2675-story.html) Its blend of crime caper and gentle comedy of sexual identities, with Macy's coming-out sheriff among its most praised elements, remains the aspect critics return to most often.[14](https://bostonphoenix.com/archive/movies/99/09/16/HAPPY_TEXAS.html) • [17](https://reelfilm.com/happy-texas/)
## References
1. [Happy, Texas, Official Site, Miramax](https://www.miramax.com/movie/happy-texas/)
2. [Happy, Texas (1999), Box Office and Financial Information, The Numbers](https://www.the-numbers.com/movie/Happy-Texas)
3. [Happy, Texas, Movieguide review](https://www.movieguide.org/reviews/movies/happy-texas.html)
4. [Business sense at Sundance, a mega-deal that wasn't, The Journal Record (January 29, 1999)](https://journalrecord.com/1999/01/29/business-sense-at-sundance-a-megadeal-that-wasn39t/)
5. [Happy, Texas Critic Reviews, Metacritic](https://www.metacritic.com/movie/happy-texas/critic-reviews/)
6. [Mark Illsley and Ed Stone on "Happy, Texas," One Guys Opinion (October 8, 1999)](https://www.oneguysopinion.com/mark-illsley-and-ed-stone-on-happy-texas/)
7. [Happy, Texas movie review, Roger Ebert, Chicago Sun-Times (October 8, 1999)](https://www.rogerebert.com/reviews/happy-texas-1999)
8. [Happy, Texas streaming, JustWatch](https://www.justwatch.com/us/movie/happy-texas)
9. [Zany Visit to 'Happy, Texas,' Kevin Thomas, Los Angeles Times (October 1, 1999)](https://www.latimes.com/archives/la-xpm-1999-oct-01-ca-17443-story.html)
10. [Happy, Texas: Full Cast & Crew, Rotten Tomatoes](https://www.rottentomatoes.com/m/happy_texas/cast-and-crew)
11. [Steve Zahn Is Zany Yet Again, CBS News (September 27, 1999)](https://www.cbsnews.com/news/steve-zahn-is-zany-yet-again/)
12. ['Happy, Texas' Deal Spurs War of Words, Amy Wallace, Los Angeles Times (January 29, 1999)](https://www.latimes.com/archives/la-xpm-1999-jan-29-ca-2675-story.html)
13. [Film review: Happy, Texas, Jeff Vice, Deseret News (November 12, 1999)](https://www.deseret.com/1999/11/12/20089370/film-review-happy-texas/)
14. [Happy, Texas, Gerald Peary, The Boston Phoenix (September 16, 1999)](https://bostonphoenix.com/archive/movies/99/09/16/HAPPY_TEXAS.html)
15. ['Freaky Tales,' Kristen Stewart and Christopher Nolan help kick off Sundance Film Festival, Associated Press](https://apnews.com/article/8e5e4a8c97331218e59489369655bc6b)
16. [Sundance Film Festival Myths: One Filmmaker Tells All, Film Threat](https://filmthreat.com/uncategorized/sundance-film-festival-myths-one-filmmaker-tells-all/)
17. [Happy, Texas, David Nusair, Reel Film Reviews (May 12, 2024)](https://reelfilm.com/happy-texas/)
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*Topic: Encyclopedia › Arts and culture › Screen and stage › Film and television › Films and standalone screen works › Individual films by title and year › Comedy and romantic films (individual works) › Comedies of 1995 to 1999 › Black and satirical comedies › Released in 1999*
*Initially written Oct 3, 2026 · Reviewed: Oct 3, 2026; Oct 25, 2026 · Edited: Oct 3, 2026; Oct 25, 2026; Nov 1, 2026 · Last review: Oct 25, 2026*
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