Told in flashback, the Stooges tell their son (Jackie Jackson) how he came to have three fathers. The Stooges, owners of a pawn shop, owe money to the Gashouse Protection Society, a bunch of loan sharks. When one of the mobsters comes to their shop to demand money, the Stooges deal with him in their typical Stooge fashion. To complicate matters, a lady (Beverly Warren) leaves a baby in the shop as part of a plan to sell a phony diamond and the Stooges wind up caring for the kid. The lady left the kid there at the suggestion of the mobster the Stooges had just thrown out of their shop.