O Brother, Where Art Thou?

O Brother, Where Art Thou? is a 2000 comedy film about three stumblebum convicts who escape to go on a quest for treasure and who meet various characters while learning where their real fortunes lie in the 1930s Deep South.
 * Directed by Joel Coen. Written by Ethan Coen and Joel Coen. Inspired by The Odyssey by Homer.

They have a plan, but not a clue.

Ulysses Everett McGill

 * Say, any of you boys smithies? Or, if not smithies per se, were you otherwise trained in the metallurgic arts before straitened circumstances forced you into a life of aimless wanderin'?
 * [Repeated line] Damn, we're in a tight spot!
 * Well, any human being will cast about in a moment of stress. No, the fact is, they're flooding this valley so they can hydroelectric up the whole durn state. Yessir, the South is gonna change. Everything's gonna be put on electricity and run on a paying basis. Out with old spiritual mumbo-jumbo, the superstition and the backward ways. We're gonna see a brave new world where they run everyone a wire and hook us all up to the grid. Yessir, a veritable age of reason - like they had in France. And not a moment too soon...

Homer Stokes

 * Is you is, or is you ain't, my constituency?

Dialogue

 * Everett: Jesus! Can't I count on you people?!
 * Delmar: Sorry, Everett.
 * Everett: Well, all right. If we take off through that bayou, then...
 * Pete: Wait a minute. Who elected you leader of this outfit?
 * Everett: Well, Pete, I figured it should be the one with the capacity for abstract thought. But if that ain't the consensus view, then hell, let's put it to a vote.
 * Pete: Suits me. I'm voting for yours truly.
 * Everett: Well, I'm voting for yours truly, too.
 * [Everett and Pete look at Delmar for the deciding vote]
 * Delmar: Okay... I'm with you fellas.


 * Everett: Mind if we join you, old timer?
 * Blind Seer: Join me, my son. Join.
 * Delmar: You work for the railroad, Grandpa?
 * Blind Seer: I work for no man.
 * Delmar: Got a name, do you?
 * Blind Seer: I have no name.
 * Everett: Well, that right there may be why you've had difficulty finding gainful employment. You see, in the mart of competitive commerce–
 * Blind Seer: You seek a great fortune, you three who are now enchained. You will find a fortune, though it will not be the fortune you seek. But first... First you must travel a long and difficult road, a road fraught with peril. Mm-hmm. You shall see thangs, wonderful to tell. You shall see a... a cow on the roof of a... cotton house. Ha. And, oh, so many startles. I cannot tell you how long this road shall be, but fear not the obstacles in your path, for fate has vouchsafed your reward. Though the road may wind, yea, your hearts grow weary, still shall ye follow that way, even unto your salvation.


 * Everett: No, the treasure's still there boys, believe me.
 * Delmar: [about the Blind Seer] But how'd he know about the treasure?
 * Everett: I don't know Delmar. The blind are reputed to possess sensitivities compensating for their lack of sight, even to the point of developing paranormal psychic powers. Now, clearly seeing into the future would fall neatly into that category; it's not so surprising then that an organism deprived of its earthly vision...
 * Pete: He said we wouldn't get it. He said we wouldn't get the treasure we seek on account of our obstacles.
 * Everett: What the hell does he know? He's an ignorant old man.


 * Lawman: All right, boys! [dog barks]
 * Everett: [wakes up] How's my hair?
 * Lawman: It's the authorities! We've got you surrounded!
 * Everett: Damn. We're in a tight spot.
 * Lawman: Just come on out and grabbin' air! And don't try nothing fancy! Your situation is pretty nigh hopeless!
 * Everett: Damn! We're in a tight spot!
 * Delmar: What in the Sam Hill?
 * Everett: Pete's cousin turned us in for the bounty!
 * Pete: What the hell are you saying?! Wash is kin!
 * Wash: Sorry, Pete! I know we're kin, but they got this depression on, and I got to do for me and mine!
 * Pete: I'm gonna kill you! Judas Iscariot Hogwallop! You miserable, horse-eating son of a... [machine gun fire]
 * Everett: Damn! We're in a tight spot!
 * Pete: Damn his eyes! Pa always said, "Never trust a Hogwallop!" COME AND GET US, COPPERS!!! [the police begin dousing the entrance to the barn with gasoline]
 * Lawman: You boys is leaving us no choice but to smoke you out!
 * Everett: Damn. We're in a tight spot.
 * Lawman: Light her up! [the police set the barn on fire]
 * Everett: Hold up, boys! Ain't you ever heard of negotiating?! Bet we could talk this thing out! I hate fire!
 * Pete: You lousy, low-down, yellow-bellied goat!
 * Everett: Whoa, whoa, Pete, now we've only got to speak with one voice here! Careful with that fire now, boys!


 * Everett: Well, it didn't look like a one-horse town, but try finding a decent hair jelly.
 * Delmar: Gopher, Everett?
 * Everett: And no transmission belt for two weeks, either.
 * Pete: They dam that river on the 21st. Today's the 17th.
 * Everett: Don't I know it.
 * Pete: We got but four days to get to that treasure. After that, it'll be at the bottom of a lake. We ain't gonna make it walkin'.
 * Everett: That's right.
 * Delmar: Gopher, Everett?
 * Everett: But the old tactician's got a plan. For the transportation that is. I don't know how I'm gonna keep my coiffure in order.
 * Pete: How's this a plan? How we gonna get a car?
 * Everett: [producing a pocket watch] Sell that. I figure it can only have painful association for Wash.
 * Pete: [reading] "To Washington Bartholomew Hogwallop, from his loving Cora. Amor Fidel... is."
 * Everett: It was in his bureau. I reckon it'll fetch us enough cash for a good used auto-voiture, and a little left over besides.
 * Delmar: Whoo! You got some light fingers, Everett. Gopher?
 * Pete: You miserable little snake! You stole from my kin!
 * Everett: Who was fixin' to betray us.
 * Pete: You didn't know that at the time!
 * Everett: So I borrowed it until I did know.
 * Pete: That don't make no sense!
 * Everett: Pete, it's a fool that looks for logic in the chambers of the human heart. [hears a congregation singing nearby] Now, what the hell's that singing?
 * Delmar: Appears to be some kind of a... congregation. Care for some gopher?
 * Everett: No, thank you, Delmar. A third of a gopher would only arouse my appetite without beddin' her back down.
 * Delmar: Oh, you can have the whole thing. Me and Pete already had one. We ran across a whole gopher village.


 * Everett: Well, I guess hard times flush the chumps. Everybody's lookin' for answers... Where the hell's he goin'?
 * [Delmar runs out to be baptized]
 * Pete: Well I'll be a son of a bitch. Delmar's been saved.
 * Delmar: Well that's it, boys. I've been redeemed! The preacher done washed away all my sins and transgressions. It's the straight and narrow from here on out. And heaven everlasting's my reward!
 * Everett: Delmar, what are you talking about? We've got bigger fish to fry.
 * Delmar: The preacher said all my sins is washed away, including that Piggly Wiggly I knocked over in Yazoo.
 * Everett: I thought you said you was innocent of those charges.
 * Delmar: Well I was lyin'. And the preacher said that that sin's been washed away, too. Neither God nor man's got nothin' on me now! C'mon in boys, the water is fine.


 * Pete: The preacher said he absolved us.
 * Everett: For him. Not for the law. I'm surprised at you Pete. I gave you credit for more brains than Delmar.
 * Delmar: But there was witnesses that seen us redeemed.
 * Everett: That's not the issue Delmar. Even if it did put you square with the Lord, the state of Mississippi's a little more hardnosed.
 * Delmar: You should'a joined us Everett. It couldn't have hurt none.
 * Pete: Hell, at least it would'a washed away the stink of that pomade.
 * Everett: Join you two ignorant fools in a ridiculous superstition... Thank ya anyway. And I like the smell of my hair treatment. The pleasin' odor's half the point. [laughs] Baptism. You two are just dumber than a bag of hammers. Well, I guess you're just my cross to bear.


 * Everett: How you doin', son? My name's Everett. These two soggy sons of bitches are Pete and Delmar. Keep your fingers away from Pete's mouth; he ain't had nothing to eat for 13 years, except prison food, gopher, and a little greasy horse.
 * Tommy Johnson: Thanks for the lift, sir. My name's Tommy. Tommy Johnson.
 * Delmar: How you doin', Tommy? Say, I haven't seen a house out here for miles. What are you doing out in the middle of nowhere?
 * Tommy Johnson: Well, I had to be up at that there crossroads last midnight, to sell my soul to the devil.
 * Everett: Well, ain't it a small world, spiritually speaking. Pete and Delmar just been baptized and saved. I guess I'm the only one that remains unaffiliated.
 * Delmar: This ain't no laughing matter, Everett.
 * Everett: What'd the devil give you for your soul, Tommy?
 * Tommy Johnson: Well, he taught me to play this here guitar real good.
 * Delmar: Oh, son. For that, you traded your everlasting soul?
 * Tommy Johnson: [shrugs] Well, I wasn't usin' it.
 * Pete: I've always wondered, what's the devil look like?
 * Everett: Well, of course there are all manner of lesser imps and demons, Pete, but the great Satan hisself is red and scaly with a bifurcated tail, and he carries a hay fork.
 * Tommy Johnson: Oh, no. No, sir. He's white, as white as you folks, with empty eyes and a big hollow voice. He loves to travel around with a mean old hound. That's right.
 * Pete: And he told you to go to Tishomingo?
 * Tommy Johnson: Well, no, sir, that was my idea. I heard there's a man down there. He pays folks money to sing into his can. They say he pays extra if you play real good.
 * Everett: Tishomingo, huh? How much he pay?


 * Everett: [after performing Man of Constant Sorrow] Woo! Hot Damn, son I believe you did sell your soul to the devil.
 * Lund: Woooooooo-wee. Boy, that was a miiiighty fine a-pickin' and a-singin'. I'll tell you what, you come on in here and sign these papers here and I'm a gonna you ten dollars a piece.
 * Everett: Uh, okay sir. But Murt and Aloysius will have to sign Xes as only four of us can write.


 * [Eager to find the treasure, the boys discuss what they will do with their shares over a campfire]
 * Delmar: Let's bed down here for the night.
 * Pete: Yeah. It stinks in that old barn.
 * Everett: Suits me. Pretty soon, it'll be nothing but feather beds and silk sheets.
 * Pete: $1 million.
 * Everett: 1.2 million.
 * Delmar: 500,000 each.
 * Everett: 400, Delmar. Pete, what are you gonna do with your share of the treasure?
 * Pete: Go out west somewhere, open a fine restaurant. I'm gonna be the maitre'd. Greet all the swells. Going to work every day in a bowtie and tuxedo. And all the staff say, "Yes, sir," and "No, sir," and "In a jiffy, Pete." And all my meals for free.
 * Everett: What about you, Delmar? What are you gonna do with your share of that dough?
 * Delmar: I'm gonna visit them foreclosin' son of a guns down at the Indianola Savings and Loan, slap that money on the barrelhead, and buy back the family farm. You ain't no kind of man if you ain't got land.
 * Pete: What about you, Everett? What'd you have in mind when you stole it in the first place?
 * Everett: [clears throat] I didn't have no plan.
 * Pete: Well, that hardly sounds like you.


 * Pete: Well, hell, it ain't square one! Ain't no one gonna pick up three filthy, unshaved hitch-hikers. And one of them, a know-it-all that can't keep his trap shut.
 * Everett: Pete, the personal rancor reflected in that remark I don't intend to dignify with comment. But I would like to address your attitude of hopeless negativism. Consider the lilies of the goddamn field... or hell, take a look at Delmar here as your paradigm of hope!
 * Delmar: Yeah! Look at me.
 * Everett: Now you may call it an unreasoning optimism. You may call it obtuse. But the plain and simple fact is that we've got close to three days before they... [sees a car approaching in the distance behind him] ...dam that river...


 * George Nelson: Any of you boys know your way around a Walter P.P.K.?
 * Delmar: Well, you see, that's where we can't help you. I don't believe it's in Mississippi. [notices dollar bills flying out of George's bag] Friend, some of your folding money has come unstowed.
 * George Nelson: Just stuff it down that sack there, will you? You boys aren't bad men, I take it?
 * Delmar: Well, it's funny you should ask. I was bad until yesterday, but me and Pete here have been saved. I'm Delmar, and that there's Everett.
 * George Nelson: George Nelson. It's a pleasure. [opens the car door] Grab the tiller, will ya, buddy? [the police are catching up to the group] Hand me that chopper! [laughs]
 * Delmar: [hands George his gun] Say, what line of work you in, George?
 * George Nelson: [laughing maniacally and firing his gun] COME AND GET ME, COPPERS!!! You flat-footed, lame-brain, soft-ass sons of bitches! NO ONE CAN CATCH ME! I'M GEORGE NELSON!!! I'm bigger than any John, live or limp! I'm 10.5 feet tall, and ain't yet fully grown! [sees a herd of cows in a field] Cows! I hate cows worse than coppers! [turns his gun on the cows and starts shooting at them]
 * Delmar: Oh, George! Not the livestock!
 * George Nelson: Come on, you miserable, salaried sons of bitches! COME AND GET ME!
 * [Several cows wander out onto the road; one of the police cars runs over a cow as George continues to fire his gun]


 * George Nelson: Okay, folks, hold the applause and drop your drawers! I'm George Nelson, and I'm here to sack the city Itta Bena!
 * Delmar: He's a live wire, though, ain't he?
 * George Nelson: [approaches the tellers] All the money in a bag! What are you looking at, Grandpa?
 * Everett: Pardon me, George. You got a plan for getting out of here?
 * George Nelson: Sure, boys. [tosses the money bag to Everett] Here's my plan. [opens his jacket to reveal sticks of dynamite, then laughs] They ain't never seen ordinance like this! [to the crowd] Thank you, folks! And remember, Jesus saves, but George Nelson withdraws! [laughs] Go fix the auto voiture, Pete.
 * Woman: [whispers to the man next to her] Is that Babyface Nelson?
 * George Nelson: Who said that? What ignorant, lowdown, slanderizin' SON OF A BITCH SAID THAT??!! [approaches the woman] My name is GEORGE NELSON! GET ME?! [the woman nods in fear]
 * Delmar: She didn't mean nothing by it, George.
 * George Nelson: GEORGE NELSON! NOT "BABYFACE"!!! You remember! And you tell your friends! I'm George Nelson! Born to raise hell! [fires a shot in the air, then leaves with Everett, Pete, and Delmar]


 * General Store Clerk: I can get the part from Bristol. It'll take two weeks. Here's your pomade.
 * Everett: Two weeks? That don't do me no good.
 * Clerk: Nearest Ford auto man's Bristol.
 * Everett: Hold on, now. I don't want this pomade. I want Dapper Dan.
 * Clerk: I don't carry Dapper Dan, I carry Fop.
 * Everett: Well, I don't want Fop, goddammit. I'm a Dapper Dan man!
 * Clerk: Watch your language, young fella. This is a public market. Now, if you want Dapper Dan, I can order it for you, have it in a couple of weeks.
 * Everett: Well ain't this place a geographical oddity! Two weeks from everywhere! Forget it! [slams money on the counter] Just a dozen hair nets.


 * Big Dan Teague: [approaches Everett and Delmar's table] I don't believe I've seen you boys around here before. Allow me to introduce myself. Name of Daniel Teague. Known in these precincts as Big Dan Teague. Or, to those who are pressed for time, Big Dan, tout court!
 * Everett: How you doin', Big Dan? My name is Ulysses Everett McGill. This is my associate, Delmar O'Donnell. I detect like me, you're endowed with the gift of gab.
 * Big Dan Teague: I flatter myself that such is the case. In my line of work it's plumb necessary. The one thing you don't want... is air in the conversation.
 * Everett: Once again, we find ourselves in agreement. What kind of work do you do, Big Dan?
 * Big Dan Teague: Sales, Mr. McGill, sales! And what do I sell? The Truth! Every blessed word of it, from Genesee on down to Revelations. That's right, the word of God, which let me tell you there is damn good money in during these times of woe and want. People are lookin' for answers, and Big Dan sells the only book that's got 'em! And what do you do, you and your tongue-tied friend?
 * Delmar: We, uh...
 * Everett: Uh, we're adventurers, sir, currently pursuing a certain opportunity, but we're open to others as well.
 * Big Dan Teague: I like your style, young man. So I'm gonna propose you a proposition: You cover my bill so I don't have to run back upstairs, get your waitress to wrap your dinner picnic-style, and we shall retire to more private environs, where I will tell you how there are vast amounts of money to be made in the service of God Almighty.
 * Everett: Well, why not? If nothing else, I could use some civilized conversation.
 * Big Dan Teague: Don't forget your shoebox, friend.


 * [Big Dan, Everett, and Delmar are having a picnic lunch]
 * Big Dan Teague: Thank you, boys, for throwin' in that fricassee. I'm a man of large appetites. Even with lunch under my belt, I was feeling a mite peckish.
 * Everett: It's our pleasure, Big Dan.
 * Big Dan Teague: Thank you as well for the conversational hiatus. I generally refrain from speech during gustation. There are those who attempt both at the same time. I find it coarse and vulgar. Where were we?
 * Delmar: Makin' money in the Lord's service.
 * Big Dan Teague: You don't say much friend, but when you do, it's to the point and I salute you for it. Yes, Bible sales. Now, the trade is not a complicated one. There are but two things to learn. One: being where to find a wholesaler. The word of God in bulk, as it were. Two: how to recognize your customer. Who are you dealing with? It's an exercise in psychology, so to speak. And it is that which I propose to give you a lesson in right now. [snaps a branch off a nearby tree]
 * Everett: Well, I like to think I'm an astute observer of the human scene, too, Big Dan.
 * Big Dan Teague: No doubt, brother. I figured as much back at the restaurant. That's why I invited you all out here for this advanced tutorial. [hits Delmar with the branch]
 * Everett: What's goin' on, Big Dan?
 * Big Dan Teague: IT'S ALL ABOUT THE MONEY, BOYS! THAT'S IT! [Delmar grab's Big Dan's leg; Big Dan knocks Delmar out with the branch] Gol... durned... MONEY!
 * Everett: I don't get it, Big Dan. [Big Dan yells and knocks Everett unconscious with the branch]
 * Big Dan Teague: I'll just take your show cards... [pulls a wad of money out of Everett's pocket; Delmar jumps onto Big Dan, but Big Dan swings him around and throws him to the ground] ...and whatever ya got in the hole. [opens the shoebox and is dismayed to see the toad inside] What the...? There ain't nothin' but a damn toad.
 * Delmar: No, you don't understand. That's Pete. [Big Dan takes the toad out of the shoebox] Pete...
 * Big Dan Teague: You know these things give ya warts? [squashes the toad in his hand, then throws it against the tree] End of lesson. So long, boys. [chuckles mockingly] See ya in the funny papers. Y'all seen the end of Big Dan Teague. [gets in the car and drives away, leaving Everett and Delmar battered on the ground]


 * Everett: Why are you telling our gals that I was hit by a train?
 * Penny: Lots of respectable people have been hit by trains. Judge Hobbie over in Cookville was hit by a train. What was I gonna tell them, that you got sent to the penal farm and I divorced you from shame?
 * Everett: Uh, I take your point. But it does put me in a damn awkward position, vis-a-vis my progeny.

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 * Everett: Deceitful, two-faced she-woman. Never trust a female, Delmar, remember that one simple precept and your time with me will not have been ill spent.
 * Delmar: OK, Everett.
 * Everett: Hit by a train! Truth means nothing to a woman, Delmar. Triumph 'a the subjective. You ever been with a woman?
 * Delmar: Well, I... I... I gotta get the family farm back before I can start thinking about that.
 * Everett: That's right, if then. Believe me Delmar, woman is the most fiendish instrument of torture ever devised to bedevil the days of man.
 * Delmar: Everett, I never figured you for a paterfamilias.
 * Everett: Oh yes, I have spread my seed.

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 * Pappy: It sounded t'me like he harbored some kinda hateful grudge against the Soggy Bottom Boys, on account of their rough and rowdy past.
 * [boos]
 * Pappy: Sounds like Homer Stokes is the kind of fella who wants to cast the first stone. Well, I'm with you folks. I'm a forgive 'n' forget Christian, and I say, if their rambunctiousness, and misdemeanorin' is behind them... [turns away from the mike, towards Everett] It is, ain't it, boys?
 * Everett: Uh, yes sir, it is.
 * Pappy: Well, then I say, by the power vested in me, these boys is hereby pardoned! And furthermore, in the second Pappy O'Daniel administration, why, these boys is gonna be my brain trust!
 * Delmar: What's that mean, Everett?
 * Everett: Well, Delmar, you, me, Pete, and Tommy are gonna be the power behind the throne, so to speak.
 * Delmar: Oh, okay.
 * Pappy: So without further ado, and by way of endorsin' my candidacy, the Soggy Bottom Boys is gonna lead us all in a chorus of "You Are My Sunshine."
 * [Applause. Pappy turns away from the mike, towards Everett] 
 * Pappy: Ain't you, boys?
 * Everett: Governor, it's one of our favorites.
 * Pappy: Son... you're gonna go far.

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 * Everett: Well, at least you boys get to see the ancestral manse; the home where I spent so many happy days in the bosom of my family--a refugim, if you will--with a mighty oak tree out front and a happy little tire swing on it.
 * [The boys arrive at Everett's old cabin, but they see no tire swing on the tree]
 * Delmar: Where's the happy little tire swing? [the boys are soon confronted by Sheriff Cooley and his men]
 * Sheriff Cooley: [steps out of the cabin with his dog] End of the road, boys.
 * Everett: Wait a minute, now...
 * Sheriff Cooley: It's had its twists and turns. Now, it deposits you here.
 * Everett: No, wait a minute!
 * Sheriff Cooley: You have eluded fate, and you have eluded me for the last time. [to his men] Tie their hands, boys.
 * Everett: You can't do this now!
 * [Cooley's men begin tying Everett, Pete, and Delmar's hands behind their backs and holding Tommy at gunpoint]
 * Sheriff Cooley: Didn't know you'd be bringin' a friend. He'll just have to wait his turn, share one of your graves.
 * Everett: You can't do this! We just got pardoned by the governor hisself!
 * Delmar: It went out on the radio!
 * Sheriff Cooley: Is that right? Well, we ain't got a radio.
 * Pete: God have mercy.

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 * [Everett, Delmar, and Pete surface from the flood, holding on to a floating coffin]
 * Delmar: Miracle. It's a miracle!
 * Everett: Delmar, don't be ignorant. I told you they was flooding this valley.
 * Delmar: No, that ain't it!
 * Pete: We prayed to God, and He pitied us!
 * Everett: Well, it never fails. Once again, you two hayseeds are showin' how much you want for intellect. There's a perfectly scientific explanation for what just happened.
 * Pete: That ain't the tune you was singin' back there at the gallows.
 * Everett: Well, any human being will cast about in a moment of stress. No, the fact is, they're flooding this valley so they can hydroelectric the whole damn state. Yes, sir, the South is gonna change. Everything's gonna be put on electricity and run on a paying basis. Out with the old spiritual mumbo-jumbo, the superstitions, and the backward ways. We're gonna see a brave new world where they run everybody a wire and hook us all up to a grid. Yes, sir, a veritable age of reason, like the one they had in France. And not a moment too soon. [notices a cow on the roof of a flooded house, like the Blind Seer predicted in the beginning]...not a moment too soon. [looks to the side] Hey, there's Tommy. Tommy, what you ridin' there?
 * Tommy: [turns over the item he's floating on and sees it] Roll-top desk!

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 * [Everett and Penny are walking through town with their daughters in tow]
 * Everett: "All's well that ends well," some poet said.
 * Penny: That's right, honey.
 * Everett: Don't mind telling you I'm awful pleased... My adventuring days have come to an end.
 * Penny: That's good, honey.
 * Everett: You were right about that ring, too. Any other wedding band wouldn't do. This here was fore-ordained. Fate was a-smilin' on me, and...
 * Penny: That's not my ring.
 * Everett: What?
 * Penny: That's not my ring.
 * Everett: Not your ring?
 * Penny: That's one of Aunt Herlene's.
 * Everett: But you said it was in the roll-top desk.
 * Penny: I said I thought it was in the roll-top desk.
 * Everett: No, you said...
 * Penny: Or under the mattress. Or maybe in my chifforobe. I don't know.
 * Everett: Well, I'm sorry, honey.
 * Penny: But we need that ring.
 * Everett: Well, that ring is at the bottom of a pretty durn big lake.
 * Penny: Uh-uh.
 * Everett: A 9,000-hectare lake.
 * Penny: I don't care if it was 90,000. That lake was not my doing.
 * Everett: Of course not, honey...
 * Penny: I counted to three, honey.
 * Everett: No, wait, honey. Finding one little ring in the middle of all that water is one hell of a heroic task!

Taglines

 * They have a plan, but not a clue.
 * Sometimes, you have to lose your way to get back home.

Cast

 * George Clooney – Ulysses ("Ulysses") Everett McGill
 * John Turturro – Pete
 * Tim Blake Nelson – Delmar O' Donnell
 * John Goodman – Big Dan ("Cyclops") Teague
 * Holly Hunter – Penny (Penelope) McGill nee Wharvey
 * Chris Thomas King – Tommy Johnson
 * Charles Durning – Governor Menelaus "Pappy" O'Daniel
 * Wayne Duvall – Homer Stokes
 * Ray McKinnon – Vernon T. Waldrip Suitor of Penelope