During world-war-two, Arizona cattle-ranch owner Steve Bradley (Charles Starrett) and his pal Spud Harrigan (Guinn ‘Big Boy’ Williams) join the army and are assigned to a camp near his ranch. He makes his cousin Tex Coulter (Tex Ritter) the ranch foreman. On his first furlough he returns to the ranch and, much to his dismay, finds that due.to the wartime man-power shortage, that all of his cowboys have been replaced by cowgirls. He is assigned to help build the morale of the soldiers and decides to open a canteen where the soldiers can go for coffee-and-doughnuts, and be entertained by local talent. Local talent consists of the MIlls Brothers, Jimmy Wakely and his Saddle Pals, Roy Acuff and his Smoky Mountain Boys and Girls and ventriloquist Professor Merlin (Max Terhune) ans his wooden dummy Elmer Sneezeweed (Elmer). He also has a fistfight with cousin Tex over the affections of Connie Gray (Jane Frazee.)