This odd little film starts out with the story of Bruno (Alex Linz) in a catholic school who has no friends and gets beat up everyday. He likes to wear dresses and his obese mother Angela who is a dressmaker doesn't think their is anything wrong with what her son likes. Angela complains to Mother Superior (Kathy Bates) but gets ignored and as the two of them walk back to they're car they are harassed by the other kids and are pelted with eggs. Bruno's father Dino (Gary Sinise) is divorced from Angela and is totally disgusted by his son being a sissy and practically disowns him. Bruno meets a new student at school named Shawniqua (Kiami Davael) who is a free spirit and dresses like Annie Oakley with cap pistols. Angela has a heart attack and Bruno's grandmother steps in to take care of him when Dino refuses.<br /><br />The film starts out with a very hard and unsympathetic look at all the characters involved. Angela has a great deal to do with Bruno wearing dresses as she practically encourages him. Dino was told when he was a young boy by his mother that he was a sissy because he liked opera and now he refuses to help Bruno when he needs it. The catholic school that Bruno attends is very unruly and all the kids run rampant and even call Shawniqua the "N" word. Once Shirley MacLaine steps in the film shifts and becomes more family oriented (So to speak). ****SPOILER ALERT**** The ending after the spelling bee is incredibly contrived and "feel good". Hugs and cheers for Bruno as reporters follow him and take his picture for their papers. All the while Shirley MacLaine is acting like the "tough old broad" who snaps at everyone. There is one thing about MacLaine's character in the film that no one has mention in these comments and it has to do with the masculine nature of her. I think the character of Helen might be a lesbian! She's very tough and strong and at one point in the film she shares a shot of whiskey with Bruno and smokes a cigar at the same time. I don't remember anyone in the film mentioning who her husband was or if she was ever married at all! This is why I think her character might be gay. Lots of other good actors appear in the film as well. Joey Lauren Adams, Jennifer Tilly, Brett Butler, Gwen Verdon and Lainie Kazan all should have taken a better look at the script before they signed on. I guess when they heard that MacLaine was directing that it would be an honor to be part of it. Very difficult to feel any remorse or understanding towards any of the characters and the subject matter is probably impossible for most to relate to. The actors are not bad but what exactly was MacLaine aiming for? Tolerance towards a young boy who wants to wear dresses and freedom of expression? We get that in the first 10 minutes, the rest of the time I was trying not to cringe.