Joe Blake (Bruce Willis) and Terry Collins (Billy Bob Thornton) are bank robbers on the run, aiming to accumulate enough wealth so they can retire in Mexico. They acquire notoriety as \"the sleep-over bandits\" through their unconventional methods of holding the bank manager and his family hostage the night before a robbery and visiting the bank before business hours the following day without the need to break in. But complications arise when they (literally) run into Kate Wheeler (Cate Blanchett), a neglected housewife on the edge, and both fall in love with her.

A light entertainment that stalls slightly when it lingers too long on romantic complications.

Billy Bob plays prison escapee Terry Collins, an obsessive, neurotic hypochondriac, a very odd partner indeed for Joe Blake, Bruce Willis, who doesn`t say much but when the need arises is only too prepared to act. Joe has a problem with anger management. Terry is the brains of the outfit, he devises the pair`s novel way to rob banks - bail up the bank manager at his home the night before and then make an easy entry early the next morning. The Sleepover Bandits, as they become known, are a success, particularly with Joe`s mate Harvey, Troy Garity as the getaway driver. After each successful heist they split up and it`s on one of these occasions that Terry meets up with frustrated housewife Kate, Cate Blanchett, who`s only too eager to go along for the ride. The only problem is she becomes the object of desire for both Terry and Joe....

With references to other films strewn not too subtlely throughout, It Happened One Night, Bonnie and Clyde, director Barry Levinson and writer Harley Peyton have devised an occasionally clunkily layered film with flashbacks through an interview the boys give to the television host of the show Criminals at Large. With Cate Blanchett setting the pace Willis and Thornton give pleasing performances as the odd couple and Troy Garity is fun as the dumb, would be stuntman. It`s a light entertainment that stalls slightly when it lingers too long on romantic complications.