Joe wins a contest and is promptly fleeced out of his winnings by some con men. When the stooges go to recover his money, the bad guys convince them that they can get rich by posing as children and becoming the wards of a millionaire. The boys go along with the plan, not realizing that the "millionaire" and his pretty niece are in on the scam and are planning to knock them off. The stooges foil the plan and recover Joe's money.

Darby Clyde Fenster and Jerry Martin are a pair of penniless nincompoop-drifters who hop a freight train on their way to Florida. Our intrepid heroes find themselves facing one comic situation after another in this gloriously loopy Southern fried comedy-with-music.

A space expedition to Uranus is menaced by a giant brain that can make illusions come true.