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| Spencer Tracy | Father Edward J. Flanagan |
| Mickey Rooney | Whitey Marsh |
| Henry Hull | Dave Morris |
| Leslie Fenton | Dan Farrow |
| Addison Richards | The Judge |
| Edward Norris | Joe Marsh |
| Gene Reynolds | Tony Ponessa |
| Minor Watson | The Bishop |
| Jonathan Hale | John Hargraves |
| Bobs Watson | Pee Wee |
| Martin Spellman | Skinny |
| Frankie Thomas | Freddie Fuller |
| Victor Kilian | Sheriff |
The devout but iron-willed Father Flanagan leads a community called Boys Town, a different sort of juvenile detention facility where, instead of being treated as underage criminals, the boys are shepherded into making themselves better people. But hard-nosed petty thief and pool shark Whitey Marsh, the impulsive and violent younger brother of an imprisoned murderer, might be too much for the good father's tough-love system.
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