Roger, Rerun and Dwayne are three buddies growing up in Los Angeles. The three of them always have a penchant for getting into mischief and trying to find ways of getting rich quick. Almost always the trio's schemes wind up getting them into trouble and it is up to Roger's mother to get them out of it. Also, half of the time, the boys get into trouble because of Roger's bratty sister Dee. When Mabel King left the show, Shirley Hemphill began the role of the one to get the boys (and Dee) out of trouble as she played "Shriley" the manager of their hangout. The catchphrase of the show was Dwayne's "hey, hey, hey" greeting when he entered a room.