Two Brits—inventor Hengist Pod, and Horse, a brave and cunning fighter—are captured and enslaved by invading Romans and taken to Rome. One of their first encounters in Rome leaves Hengist being mistaken for a fighter, and gets drafted into the Royal Guard to protect Cleopatra.

• Anglo-Amalgamated Film Distributors
• Sid James
• Kenneth Williams
• Jim Dale
• Amanda Barrie
• Joan Sims
• Kenneth Connor
• Charles Hawtrey
• Julie Stevens