Advertised as the first movie shot entirely in Arizona, which it wasn't (the first movie shot in Arizona, that is) by several country miles and years, and featuring Arizonians such as ten-year-old Ruth Reece, a singer on radio station KOY, and Doc Pardee, a horse trainer who also had the reputation as the fastest talking rodeo announcer in the profession, the story takes place on the Coburn Ranch (played by the real Gillespie Ranch in southern Arizona), a cattle empire that stretches over many thousand of acres, but has fallen on hard times because the owner, "Wild Bill" Coburn, owes the government $80,000 in back taxes. Coburn sees two solutions to the problem; one is for his thoroughbred, Sky Lancer, to win the Arizona Derby, and the other is to have his daughter Georgia marry the wealthy "Van" Van Wyck, whose horse, "The Gem" is Sky Lancer's only rival for the derby purse.