 Gene Autry (Himself) and Frog Millhouse (Smiley Burnette) encounter Caroline Stanhope (June Storey) who has come to town with her father, Colonel Stanhope (Eddy Waller), to enter her horse in the rodeo, hoping to clear enough money to clear the mortgage on their home back in Carolina. She ignores Gene s advice that the horse is too temperamental for the rodeo noise and commotion, and the horse sprains an ankle. The Colonel, taken by a couple of crooks, loses a thousand dollars in wagers and refuses to turn over his only asset, the horse, in lieu of the cash. Gene, wishing to help, offers Stanhope a thousand dollars for the horse but Caroline thinking Gene is in with the crooks, loads the horse in a trailer and heads back for Carolina. Gene, thinking the Stanhopes are in a scheme to beat him out of his money, takes Frog and follows them. There, they discover the Stanhopes are honest people, who, along with their neighbors are hard-pressed by poverty and a threatened foreclosure of their land and estates by the county s only solvent landowner, Henry Wheeler (Hardie Albright). Wheeler is behind a scheme to get their lands as these timberlands, once thought worthless, are now valuable because of a new lumber-treating process. Gene talks the landowners into holding their property and cutting and selling the timber themselves. Wheeler blocks this by holding up the timberjacks so that the owners will be unable to meet their contract terms. Gene sends for his rodeo band cowboy friends to (between songs) help cut the timber.