After a boy is killed while attempting an escape from the Garfield State School, Robert Dean (Jack Holt), assistant warden of the state penitentiary, is appointed superintendent of the reformatory. Some moves he makes to lessen that harsh conditions immediately wins him the friendship of the kindly resident physician, Dr. Hector Blakely (Lloyd Ingraham) and the school psychiatrist, Dr. Adele Webster (Charlotte Wynters.) A riot wrecks the mess hall, and Dean, learning of the bad food served the boys, orders enough flapjacks made to fill their empty stomachs. He them makes the crooked food contractors eat their own wares. Dean then dismisses all of the guards after he discovers their chief, Mac Grady (Ward Bond), forcing little Fibber Regan (Tommy Bupp) to eat soap as a cure for lying. The boys are told they can manage themselves and Dean places them on their honor not to escape. Grady, who wants Dean's job, alters commitment papers and sends incorrigible Louie Miller (Frankie Darro) to Garfield, and orders him to make trouble. Dean overhears Pinkie Leonard (Bobby Jordan) refusing to escape from the school, despite the orders of his ex-convict father Jim Leonard (Joe Caits.) Pinkey gets into a fight with Louie when the latter slurs Dean's system. Because he will not be a snitch and explain the cause of the fight, Pinkie is sent to the Lost Privileges Ward, which already houses Louie and Fibber. Louie persuades Fibber to make an escape and Pinkie follows in an effort to bring them back. He is knocked unconscious with a rock, and Louie disappears into the surrounding swamps. Pinkey, also thought to be an escapee, is brought back to Garfield and Louie drowns in the swamp. The newspapers headline the failure of the honor system, and Dean is summoned to a meeting with Governor Spaulding (Paul Everton).