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. Sidney Saunders, whose father is competing for mayor against Dr. Skinner, is the leader of the Boone Boys and constantly teases Sooky. After Mr. Willoughby, a poor resident of Shantytown, is taken away to live in a sanitarium because he does not have enough food, Skippy fears for Sooky and his tubercular mother and buys them groceries on his father's credit. Mrs. Wayne gently admonishes Skippy, however, and he is forced to return the groceries. When Dr. Skinner finds out about the groceries, and an egg that Skippy threw at Sidney, he grounds Skippy. Mrs. Skinner relents a little, and Skippy is able to visit Sooky's house, where he finds out that Sooky's relatives want to take him away from his mother. After Sooky learns to play the bugle, Skippy convinces Sidney to let them join the Boone Boys. Sidney forces them to do chores, one of which includes marching in a parade supporting his father as mayor. While making a speech nearby, Dr. Skinner and his audience see Skippy marching in the rival's parade. Humiliated, Skippy runs away with Sooky. Later, Sooky sneaks off and returns to the Skinner's, telling them that Skippy had only been trying to protect him. At the same time, Skippy goes to Sooky's house, where Mrs. Wayne succumbs to her tuberculosis and dies. Dr. Skinner reconciles with the saddened Skippy and without fully revealing the tragedy of his mother's death, takes Sooky in to live with them.