 The Hoosier Hotshots, Ken (Ken Trietsch), Hezzie (Paul Trietsch), Gil (Charles Ward) and Gabe (Gil Taylor), are partners in a medicine show with Doc Henderson (Holmes Herbert) traveling through Texas but are unaware that Henderson is really outlaw leader Morrell, and is using the show as a cover for his henchmen to rob the towns they visit. When the medicine show gets its wagons and horses caught in a water hole, Curt Mason (Ken Curtis), Big Boy Jackson (Guinn Williams) and "Bisquits" (Guy Kibbee), out on a roundup, force the performers to clean it up at the point of a gun. Carolyn (Jennifer Holt), the Hotshots  sister, and her friend Taffy (Noel Neill) rescue the Hotshots by getting the drop on Curt and his men. Curt goes to town to get his payroll, while Big Boy and Bisquits watch the shown, and he is knocked out as he leaves the bank by Morrell s henchman Luttrell (George Chesebro.) The gang robs the bank and kills the cashier and when Sheriff White (Steve Clark) arrives, Curt is found with the murder gun in his hand and a bagful of money. Big Boy and Bisquits rescue Curt and they escape across the border into New Mexico. Henderson also tips off the law that the Hoosier Hotshots are the Morrell gang, and they are arrested after the sheriff finds bank money planted by Henderson. Curt also breaks the Hotshots out of jail, and he and they set a trap for Henderson/Morrell and his gang at a New Mexico bank. The De Castro Sisters and Art West and His Sunset Riders are also along for some music.