Gene (Gene Autry) is in Mexico with his friends Dusty (Bob Steele) and Pokie (Sterling Holloway) when a chance encounter with a group of thieves ends with Dusty being killed. Determined to avenge their friend's death, Gene and Pokie head to the nearest town in the hope of getting more information about the outlaws. After meeting a brazen singer, Elena Del Rio (Adele Mara), whose father was murdered by a band of jewel thieves, Gene and Pokie realize they may all be chasing the same people.