The boys are working at the local boxing arena where their friend, Jimmy Higgins, is boxing. During a crooked match Jimmy is killed. The boys seek out his older brother, Johnny, a former boxer who gave up the sport rather than go crooked, and help train him to get back in the ring. They try to get him a shot at the title, and when they do the same crooked gangsters that were behind Jimmy's death try to get Johnny to take a dive.

Leo Gorcey
as Slip Mahoney

Huntz Hall
as Sach

Gabriel Dell
as Gabe Moreno

Frankie Darro
as Johnny Higgins

Lyle Talbot
as Blinky Harris

William Benedict
as Whitey

David Gorcey
as Chuck

Benny Bartlett
as Butch

Bert Conway
as Dynamite Carson, the Champ

Evelyn Eaton
as Bunny Talbot (as Evelynn Eaton)