Bayless, who became a costumer for actor John Wayne, eventually opened a respected warehouse for period-piece wardrobe, United American Costume Co. Despite having no formal training, his company's work can be seen in films and television shows such as "The Twilight Saga: New Moon," "The Curious Case of Benjamin Button" and "Mad Men."

Now, the 71-year-old is back in his hometown of Ruleville, trying to generate tourism traffic at a museum that brings Hollywood glamour to the poverty-stricken Delta, a region mostly known for blues music and a violent civil rights history.

The Ole Place Cafe: Home of the Hollywood Star Collection is a repository for more than 1,000 pieces of clothing worn by a galaxy of stars, from Errol Flynn to Brad Pitt. Bayless still owns all the costumes and his company, though his daughter runs the business.

"The key is to have something special to get them here, and I'm the special," said Bayless, who headed west in the 1950s with $65 in his pocket.

When Bayless arrived in Hollywood, he got a job as a movie costumer. After working for different studios, including Walt Disney, his big break came on the set of Wayne's 1963 western "McClintock!" Bayless and Wayne worked on 16 films together.

"This here is history about the film business. Some of it is turn of the century," Bayless said, giving a tour of the museum housed in an 1898 building remodeled to resemble an Old West saloon.

Tucked inside the cavernous, two-story former dry goods store are cowboy hats worn by Sam Elliott, the black-and-gray striped suit worn by Ian McShane in "Deadwood" and a pair of slacks fitted for Morgan Freeman in the Academy Award-winning film "Unforgiven."

The items, locked under glass in wooden display cases, have the names of the stars etched on labels, and Bayless estimates the value of some at hundreds of thousands of dollars.

"It's like seeing a diamond in a mine. The costumes of Marilyn Monroe, Barbara Stanwyck and John Wayne, it's so many things to see. Like Renee Zellwegger, her costume from the movie 'Appaloosa' is hanging in Ruleville, Mississippi," said Joanie Perkins, a local resident who recently toured the museum.

Bayless said he's trying to protect the clothing from being destroyed by time and neglect.

Paramount producer A.C. Lyles, who described Bayless as the best in the wardrobe business, said much of the valuable clothing worn by stars has been lost.

Lyles said the costumes are "not only valuable in what you can raise if you sell them, but valuable to the industry if you can save all these things."

The museum first opened in the 1990s but failed to make a profit. Bayless closed it several years later after he began having heart problems. He underwent surgery to repair blocked arteries.

Bayless has tinkered with the museum's formula, focusing as much on contemporary movies as earlier films. He plans to frequently replenish stock with items from recently released movies and other productions.

He'll also emphasize an education component with the museum's collection of military uniforms, dating from the American Revolution. An authentic U.S. Cavalry shell jacket is perched on a shelf near the first-floor ceiling. All other uniforms are meticulously crafted replicas.

"You've got to know your periods," he said. "They've got people out there who are too smart. They'll say, 'That ain't what they wore.'"

Now, Bayless and others in Ruleville hope the revamp will be enough to draw money-spending crowds to the town of about 4,000. Mayor Shirley Edwards said the town is also opening an exhibit of animals killed by local hunters on African safaris, and can draw visitors as the hometown of civil rights activist Fannie Lou Hamer.

Edwards said she hopes people passing through nearby Indianola to see a B.B. King museum and the gravesite of seminal bluesman Robert Johnson in Leflore County will come in for Ruleville's attractions.

For a $4 admission fee, visitors also can hear nostalgic tales and insider tidbits from Bayless, who spends part of the year in California.

There's the weathered Western hat that had to be fitted for Sam Elliott's "big head." Or the time he almost rejected an offer to be the costumer for all John Wayne's productions. He reconsidered.

"I said to myself, 'You dumb bastard, you better take this offer,'" Bayless recalled. "I stayed with him until he died."