The Spring Fair is in the air, and with it another one of Phoney's greedy scams - rigging the Great Cow Race! Phoney has Smiley dress up in a cow costume, (Wow, I get to wear a cow costume?) then convinces everyone to bet all their livestock on The Mystery Cow, knowing Gran'ma Ben will win as she does every year! Smiley's big headed costume looks great, and so does the scam, until faithful Lucius bets his entire Tavern on Gran'ma Ben! (Phoney is slightly surprised.)

Phoney realizes the mystery cow now must win the race. So, he hops behind Smiley thinking it will help. They're in the lead, until they meet up with Fone Bone running from a pack of hungry rat creatures! The race comes to a hilarious end, and Phoney gets what he deserves! (you have to see it to believe it!) After the race, Phoney Bone and Smiley Bone go with Lucius to the tavern to work off their debts, which is going to take a while. Fone Bone, Thorn and Gran'ma Ben go back to the farm.

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