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The film opens in 1930s Mississippi, where we see a chain gang, working and singing. Three of the convicts escape, chained together. They are Ulysses Everett McGill (George Clooney), Pete Hogwallop (John Turturro), and Delmar O'Donnell (Tim Blake Nelson). Now on the lam and at large, the three convicts only mission is to recover a stolen treasure that Everett acquired after robbing a bank truck. The treasure is a cool $1.2 million (probably Bill Gates' fortune in the Depression-era). After unsuccessfully trying to board a moving train, the three are confronted by a blind black man (a soothsayer). He tells them that they will see many strange things, including a cow on the roof of a house. Also, he says that the treasure they seek will not be the treasure that they will find.

They go to Pete's cousin's farm, where they remove the chains that bind them and sit down for a meal. Everett inquires about a hairnet before they go to sleep. You see, Everett is very concerned with his hair, and uses can upon can of Dapper Dan's pomade and wears hairnets to sleep. The three have to sleep in the barn, which suits them just fine. However, they are suddenly awaken in the middle of the night by the police, led by the evil Sheriff Cooley (Daniel von Bargen), and surrounded. Everett claims that they are in a tight spot, and plans an escape. They discover that Pete's cousin ratted them out, because it's the Depression and he needed the money. Cooley's men start shooting at the trio and set the barn on fire. They also throw a torch inside the hayloft, but Pete grabs it and throws it back, only to have it land inside the ammunition truck, setting off all the ammo. In the midst of all the calamity, Pete's nephew drives a car into the barn and saves the trio. They drop off Pete's nephew the next day, take the car, and keep moving. However, the transmission belt brakes, so they are stopped for awhile. While in the woods, cooking gopher, the trio see a congregation baptizing people in a nearby lake. Delmar sees this as a way to clean the slate and free him of his sins. He is baptized, and encourages the other two to get "saved." Pete agrees, but Everett refuses.

The next day, back on the road, the trio pick up a young black man named Tommy Johnson (Chris Thomas King), who claims to have sold his soul to the devil in exchange for learning to master the guitar. Tommy also tells the three that a local radio station is gonna pay him good money for his music. Evereet sees this as a way to get some quick cash. They venture out to the radio station, where the manager (Stephen Root), who is also blind (a lot of characters in this film have eye problems), agrees to let them play. Everett proclaims they are the Soggy Bottom Boys, and they perform a song called "I am a Man of Constant Sorrow" (actually, a pretty good song). All four of the men collect $10 each, and move on their way. They sleep in the woods again, but see that Sheriff Cooley and his deputies are hot on their trails. Tommy skedaddles alone, and the trio press on without him.

They lose their car, and are forced to hitchhike. When someone does finally pick them up, it turns out to be George "Babyface" Nelson (Michael Badalucco), who, at that very moment, is on the run from the cops. George is very energetic, and even shoots at the coppers while on the run. He also shoots at some cows, causing the livestock to walk out into the road and block the pursuing cops. George and the trio stop in a nearby town, and George robs a bank. He's very excited, and proclaims to all that he's George Nelson. When a bank customer whispers to her friend that George is "Babyface," George hears this and almost immediately, his confidence and self-esteem disappears. He camps out with the trio that night, but feels so upset about his nickname that he gives the trio the money and walks away, into the night.

The next day, while driving, Pete hears a noise and tells Everett to stop. He runs into the woods, with Everett and Delmar following, and comes upon three scantily clad women (the sirens), singing hypnotically. The sirens seduce all three men and liquor them up, until they pass out. Delmar wakes up, lying on the rocks, and finds Everett the same. He then sees Pete's clothes are on the rocks, but no Pete. When he approaches the clothes, a little toad hops out. Delmar screams, and claims that the sirens turned Pete into a horny toad. He catches the toad, puts it in a shoebox, and he and Everett march on. They stop at a nearby cafe, and are approached by Big Dan Teague (John Goodman), a large, one-eyed Bible salesman (the Cyclops), who interests them into talking about business and the ethics of being a salesman. He lures Everett and Delmar out to a picnic, where he pulls off a tree branch and knocks both of them out, taking their money. However, Big Dan had his eye on the shoebox, which he thinks has money inside. When he opens it up and discovers a toad, he takes the toad in his hand and crushes it. Delmar screams out in horror. Big Dan throws the dead toad against the tree and leaves. We then see Pete, still very alive, captured, and tied to a tree. Sheriff Cooley caught him, and is about to string him up. The scene cuts before we see what actually happens, though.

Everett and Delmar still press on to the treasure, however, and while riding in the back of a truck, they pass a chain gang and see Pete, whom they think is just an illusion. Everett and Delmar then go to a nearby town, where a gubernatorial rally is commencing. One of the candidates, Homer Stokes (Wayne Duvall) and his sidekick midget, are preaching about reform, something the current governor, Pappy O'Daniel (Charles Durning), is not capable of, so claims Stokes. At the rally, Stokes has many singers and dancers, including the Wharvey girls, who happen to be Everett's daughters. Everett approaches them and they talk for awhile. They tell him that his estranged wife, Penny (Holly Hunter), is getting married the next day to Vernon T. Waldrip (Ray McKinnon), who works for Homer Stokes, on account that Vernon's bonafide. Everett finds Penny at a local supply store, where he tells her that she can't marry Vernon. Just then, Vernon appears and tells Everett to leave. The two get into a fistfight, with Vernon clearly winning. Everett is then thrown out of the store. He gets Delmar and they go to the local movie theater. In the middle of the picture, the film stops, the doors open, and there is a prison guard at every exit. Everett and Delmar think they're caught, but suddenly, a line of convicts, chained together, come marching into the theater and sit down. The picture continues, and Everett and Delmar see Pete. He tells them not to go to the treasure. Everett and Delmar keep their cover, and break Pete out later that night.

The newly reunited trio march into the night. Pete reveals that the sirens turned him in, that's why he disappeared. Everett says they should push after the treasure, but Pete claims that he told Cooley everything about the treasure, in order not to be hanged. Everett is a little upset at this, but finally tells both Pete and Delmar that there never was any treasure. Pete jumps Everett and the two wrestle a bit, before something else grabs their attention. Over the next hill, a KKK meeting is commencing, and they see that their old pal Tommy Johnson is about to be hanged. The trio grab and knock out three of the Klan members, and take their sheets. While marching towards the noose behind Tommy, awaiting to rescue him, one of the Klan members gives them a suspicious look and pursues. This turns out to be Big Dan Teague. He pulls off Everett's hood, and the trio run and grab Tommy. The Grand Dragon, who turns out to be Homer Stokes, orders his Klansmen to get the Everett and the boys. Everett keeps the other Klansmen away with a flagpole. He finally throws the flagpole up into the air. Stokes yells that it cannot touch the ground. Before it lands, Big Dan catches it, right before it stabs him in the eye. As the trio makes their getaway, Everett breaks one of the wires supporting the large burning crucifix, causing it to fall on Big Dan.

The trio, along with Tommy, go back to the town, where Pappy's rally is commencing. Also in attendance is Penny and Vernon. Pappy tries to make Vernon come to his team, but Vernon refuses. Everett and the boys decide to get into the rally by disguising as musicians. Wearing fake beards reminiscent of ZZ Top, the boys take the stage and begin singing some songs. Everett keeps trying to talk to Penny, but she keeps ignoring them. When they finally break into "I am a Man of Constant Sorrow," the crowd goes nuts, much to Everett's surprise. Unbeknowst to them, the radio manager from earlier gave their song a lot of air play and the song has become the hottest single in the country, the records selling out everywhere. In the middle of the song, however, Stokes bursts in and claims that Everett and the boys just busted up a very important political meeting, that three of them are wanted fugitives, and Tommy sold his soul to the devil. The crowd begins booing Stokes. Pappy takes the opportunity to win over the crowd, by pardoning Everett and his pals. Stokes is then carried out on a log, and Pappy joins the boys up on the stage.

The next scene has Everett and Penny leaving the rally, arm in arm, and Penny telling the boys that there will be a wedding the next day, only a change in cast. When Everett asks Penny where her ring is, she tells him it's in their old cabin in the woods, inside a desk. Penny says she needs that particualr ring, so Everett, accompanied by Pete, Delmar, and Tommy, venture out to the woods. When they come upon the cabin, they find three men digging three graves with three coffins next to them. Sheriff Cooley appears, and tells his deputies to string up the convicts. Everett tells Cooley that they were pardoned by the governor, it was on the radio last night. Cooley says that he doesn't have a radio.

As the men are about to be hanged, Everett finally makes peace with God, gets on his knees, and prays for a miracle. Just then, a huge tidal wave knocks over the cabin and sends everyone around underwater.

Everett, Pete and Delmar emerge from under the water. Delmar claims it was a divine miracle. Everett, being more practical, tells them that he knew they were flooding the valley, in order to have hydroelectric power. Tommy then emerges on top of the desk, where Penny's ring is. As predicted, Everett sees a cow on top of his cabin roof.

The last scene shows Everett with Penny and his daughters (he has six of them!) walking along downtown. Everett looks more like a citizen than a convict. Penny gets mad at him, because Everett got the wrong ring. As they walk out of frame, we see the blind soothsayer from earlier, singing.

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In the Depression-era Deep South, three escapees from a Mississippi prison chain gang, Pete (John Turturro), Delmar (Tim Blake Nelson), and Everett Ulysses McGill (George Clooney), embark on the adventure of a lifetime as they set out to pursue their freedom and return to their homes.
George Clooney as Everett Ulysses McGill and Holly Hunter as his estranged wife Penny.
Soundtrack
Out of
Sight

One Fine
Day

FARGO


Raising
Arizona

The Big
Lebowski

The
Hudsucker
Proxy