In this entry in the long-running series of westerns, the Three Mesquiteers transform their ranch into a prison farm to provide a model for prison reform. They are opposed by a local contractor who wants to build a standard prison.

Robert Livingston
as Stony Brooke

Ray Corrigan
as Tucson Smith

Max Terhune
as Lullaby Joslin

Priscilla Lawson
as Madeline Reynolds

LeRoy Mason
as Red

James Eagles
as The Kid

Roy Barcroft
as Robert Beaton

Barry Hays
as Beaton's Cohort

Carleton Young
as Connors

Forrest Taylor
as Sheriff