Currently, there is renewed interest in organizations providing greater economic benefits to its members given the widening divide among social classes. A major source of alternatives to capitalist organizations in the U.S. was the co-operative movement sponsored by the Knights of Labor during 1870–1889. This study examines cases of the Knights’ producer cooperatives to understand how they functioned and why they failed. The intent of the co-operatives was to restore worker independence and control over their work in the emerging factory system. This study applies core frames of social movements to examine the motivation and processes the Knights used to establish their cooperatives. Micro histories of selected co-ops in three regions of the U.S. were developed from primary research conducted during the 1880s as well as contemporary journals and newspapers. Rather than being radical, the co-operatives were based on American republican ideals, and they borrowed governance structures similar to corporations, both of which contributed to their success. Reasons for the failure of the Knights and their co-ops are examined. The legacy of the Knights’ producer co-ops is discussed along with ideas for future research.