"Pals Pat Rogers and Slag Bailey try to collect a debt from Slag's recently deceased boxing promoter but wind up collecting his child, instead, and raising him as their own son."
Helen Twelvetrees
as Pat Rogers
Buck Jones
as Slag Bailey
Donald O'Connor
as Ted Streaver (age 12)
Virginia Vale
as Betty (as Dorothy Howe)
Buster Crabbe
as Buzz Kinney (as Larry Crabbe)
Robert Armstrong
as Pins Streaver
John Hartley
as Ted Streaver
Edward Pawley
as Swade (as Ed Pawley)
Sidney Blackmer
as Cash Enright
Jack Roper
as Spider
Phil Warren
as Joe
Louise Carter
as Mrs. Charles
Kathryn Bates
as Mrs. Smith
Sarah Edwards
as Mrs. Jones
Lillie Hayward
Screenplay
Kurt Neumann
Director
Brian Marlow
Max M. Hutchinson
Sound Recordist
Stuart Gilmore
Editor
Harry Fischbeck
Director of Photography
John Leipold
Original Music Composer
Hans Dreier
Art Direction
Robert Odell
Russell Mathews
Assistant Director