Skippy, son of Dr. Herbert and Mrs. Skinner, adamantly stands by his poor friend, Sooky Wayne, who lives in Shantytown with his sickly mother. The Boone Boys, a boys' club that costs thirty dollars to join and has uniforms that Sooky admires, refuses to admit him because he is poor. Sooky and Skippy form their own club called the Beagle Boys.

• Paramount Pictures
• Jackie Cooper
• Robert Coogan
• Jackie Searl
• Willard Robertson
• Enid Bennett
• Helen Jerome Eddy
• Guy Oliver
• Harry Beresford