Abbot and Costello must find a replacement for a woman's horse they accidentally killed after feeding it some candy. They head for the racetrack, find a look-a-like and take it. They do not realize that the nag is "Tea Biscuit," a champion racehorse.

Bud Abbott
as Grover Mockridge

Lou Costello
as Wilbur Hoolihan

Grace McDonald
as Kitty McClain

Cecil Kellaway
as King O'Hara

Eugene Pallette
as Gregory Warner

Patsy O'Connor
as Peggy / Princess O'Hara

Leighton Noble
as Private Joe Collins

Shemp Howard
as Umbrella Sam

Samuel S. Hinds
as Colonel Brainard

Eddie Quillan
as Harry, the Horse