Orphaned shoeshine boy Spanky (George 'Spanky' McFarland) is working on a Mississippi riverboat during the Civil War. There he befriends young runaway slave Buckwheat (Billie 'Buckwheat' Thomas). After wronging a vicious gambler, Spanky and Buckwheat are forced to jump ship. Finding solace at a nearby house, the two are picked by Marshall Valiant (Phillips Holmes) for an important mission. This inspires Spanky to organize the local kids to form a small army of their own.
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