Boots and Saddles is a 1937 American Western film directed by Joseph Kane and starring Gene Autry, Smiley Burnette, and Judith Allen. Based on a story by Jack Natteford, the film is about a young Englishman who inherits a ranch that he wants to sell, but is turned into a real Westerner by a singing cowboy. Plot Following the death of his father, Edward (Ronald Sinclair), the young Earl of Granville, travels from England with his solicitor, Henry Wyndham (John Ward), to his father's ranch in the Western United States. There he is welcomed by ranch foreman Gene Autry (Gene Autry) and his sidekick Frog Millhouse (Smiley Burnette) who promised their late friend that they would make a real Westerner of his son. Gene is surprised by Edward's arrogant demeanor and dismayed to learn that Wyndham plans to sell the ranch, which is deeply in debt. After Gene rescues Edward from a runaway horse, Edward apologizes for his earlier behavior, leading Gene to conclude that the young Englishman is a "regular fellow". They give him the nickname "Spud", which was also his father's nickname, and encourage him not to sell the ranch. Soon after, Jim Neale (Bill Elliott), a wealthy rancher to whom the late earl owed money, approaches Edward and offers to buy the ranch, warning him that if he does not pay the money his father owed him, he will take him to court. Neale unknowingly inspires them to sell their cow ponies to the Army to raise the money necessary to save the ranch. A few days later, proves his mettle by helping round up the horses and drive them back to the ranch. Intending to sell the horses to Colonel Allen (Guy Usher) at Fort Wayne, Gene and the others head along the dusty roads in their wagons, at one point deliberately dusting the passengers of a buggy. Gene doesn't know that the buggy contains Neale, Colonel Allen, and his daughter Bernice (Judith Allen). Later at the fort, Bernice recognizes Gene when he comes to the colonel's quarters. Pretending to be a maidservant, she falsely tells Gene that Colonel Allen is hard of hearing, and the next day, the colonel is annoyed by Gene's yelling at him during the horse auction. The bids offered by Gene and Neale are identical, so Colonel Allen proposes that they each race twelve horses the next morning to see who