Bells of Capistrano

	Gene Autry (I)	Gene Autry
	Smiley Burnette	Frog
	Virginia Grey	Jennifer Benton
	Lucien Littlefield	Daniel (Pop) McCracken
	Morgan Conway	Stag Johnson
	Claire Du Brey	Melinda (Ma) McCracken
	Charles Cane	Tex North
	Joe Strauch Jr.	Tadpole
	Marla Shelton (I)	Jackie Laval
	Tristram Coffin	Jed Johnson
	Eddie Acuff	Mug / Sign poster #1 (uncredited)
	Al Bridge	Bartender, Westfall Saloon (uncredited)
	Fred Burns (I)	Barfly (uncredited)
	Jack Byron (I)	Jail Spectator (uncredited)
	Bob Card	Rodeo spectator (uncredited)
	Ken Christy (I)	Sheriff's Deputy with Attachment (uncredited)
	William Forrest	Durgan, Madison Square Garden representative (uncredited)
	Chick Hannon	Pool Player (uncredited)
	Howard C. Hickman	Doctor (uncredited)
	Ray Jones (I)	Roustabout (uncredited)
	Eddie Juaregui	Brady, a Cowhand (uncredited)
	William Kellogg	Henchman (uncredited)
	Frankie Marvin	Roustabout (uncredited)
	Joe McGuinn	Roustabut (uncredited)
	Bill Nestell	Barfly (uncredited)
	Jay Novello	Henchman Jenkins (uncredited)
	Jack O'Shea (I)	Roustabout (uncredited)
	Terrista Osta	Dancer (uncredited)
	Ralph Peters (I)	Jailer (uncredited)
	Tom Quinn (I)	Maracas Player (uncredited)
	Carlos Ramos (I)	Dancer (uncredited)
	Fernando Ramos (III)	Dancer (uncredited)
	Julian Rivero	Fiesta Manager (uncredited)
	Peggy Satterlee	Grand Marshal (uncredited)
	William Telaak	Milk Truck Driver / Henchman (uncredited)
	Tex Terry	Roustabout (uncredited)
	Guy Usher	Sheriff (uncredited)
	Dick Wessel	Mug / Sign poster #2 (uncredited)
	Robert J. Wilke	Roustabout (uncredited)

Shag Johnson (Morgan Conway), owner of the Johnson Brothers Rodeo, has been trying for years to gain control of the World-Wide Wild West Show managed by Jennifer Benton (Virginia Grey), by fair means or foul. Gene Autry (Gene Autry) and Frog Millhouse (Smiley Burnette) arrive on the scene during a battle between the two rival shows and rescue Pa (Licien Littlefield) and Ma McCracken (Claire DuBrey) from an attack by Johnson's hired henchmen. All hands are carted off to jail, and great crowds are attracted there by Gene's singing, and Pa McCracken decides to add the singing cowboy to his World-Wide show. He does and Gene skyrockets the box-office receipts, which enrages Johnson since it appears certain that World Wide will be able to secure the contract for the annual Capistrano festival and the following Madison Square Garden rodeo. Gene refuses Johnson's offer of $10,000 per week to change shows, and Shag hires Jenkins to burn the Capistrano set-up to the ground. Pa McCracken is seriously injured and Gene learns that only a specialist from the east can save him, and his fee is $5,000. He accepts Johnson's offer in order to pay the doctor, and Jennifer is heartbroken over his apparent disloyalty. At Johnson's show, however, Gene learns of Johnson's duplicity, forces confessions from Shag and Jenkins, makes the former pay Pa's doctor bill and release Gene from his contract.

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