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The long-running, but failing Brooks Rodeo is on the verge of being sold by young Marjorie Brooks (Dale Evans) to her unscrupulous competitor, Frank Madden, and his International Rodeo Company. Marjorie's rodeo isn't the only thing the slimy Madden has his sights on. Ornery but lovable manager of the Brooks Rodeo, Gabby (Gabby Hayes), is desperate to keep Marjorie and her troupe from falling into the clutches of Madden. Much to his surprise, Gabby thinks he has found the perfect headlining act to put the Brooks Rodeo back on top - Roy Rogers and the Sons of the Pioneers. Unfortunately, Gabby allows Roy and the boys to slip through his fingers and they sign with Frank Madden's show instead. Once Roy and the gang find that Madden is a detestable snake in the grass, they come back to Gabby to join his rodeo. Confident of the rodeo's new line-up, they prepare for a show at the State Fair. The rodeo's equipment is sabotaged in a night-time raid by unseen vandals. Roy and the rest of the rodeo crew must now ride against the odds to find those responsible and prove that their show can make a profit before Marjorie sells the rodeo and marries the loathsome Frank Madden.

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