The film was basically an idea by Larry Parnes, Billy’s manager, who wanted the film to project Billy’s love of animals. He decided to begin the film in the holiday resort of Great Yarmouth following Billy’s season there and opens when Billy goes to a country auction intending to buy a sheepdog to add to his menagerie of animals. He is originally featured with three of his own dogs the Great Dane called Rusty, a Chihuahua called Speedy and a Doberman Pinscher called Sheba. Instead of buying another dog, Billy finds himself, for a bid of 40 guineas, the proud owner of a racehorse called Armitage, and arrives back at the theatre where he is rehearsing for his summer show, singing ‘I’ve Gotta Horse.’ This is quite literal because, behind his Land Rover crammed with all his dogs, he is towing a horse box containing Armitage.

In the theatre are Billy’s manager Hymie, his secretary Jo and the show’s producer, Bartholomew and they watch Billy sing a love song, although Bartholomew is angry that Billy has turned up late, while Jo believes the love song is sung specially for her. Billy absconds from the theatre again to arrange with a man and his grandson, who run the donkeys on the beach, to stable and feed Armitage at their farm. Hymie tells Billy he is worried that his interest in his dogs, and now his horse, could have an effect on his contract with the promoter of the show, but Billy takes no notice. That same day Billy brings Armitage backstage to shelter from the rain, much to the annoyance of Jock, the stage manager. When Billy ties the reins to the lighting system, the horse gets entangled in it and the promoter is enraged still further. When he sees that Armitage has now been groomed and well cared for, Hymie begins to appreciate the horse and all agree that he is good enough to enter the races at Yarmouth.

Their predications prove well founded when Armitage comes in third, despite all the odds. As a result Jo wins a tidy sum from Hymie who she has given her money to for him to bet on Armitage for her, although Hymie actually bet on the winner instead. A delighted Billy invites the members of the show to a barbeque to celebrate his horse’s success, although Jo is disappointed that Billy doesn’t seem to notice the beautiful gown she has bought with her winnings. Later, when they are alone together in the barn, he explains to her how he became attached to animals in his early life. They are then told by Bert that Armitage has caught pneumonia. When the horse dies, Billy is so depressed he loses all interest in his work. In order to cheer him up, Hymie uses Billy’s recording royalties to buy a new horse for him called Anselmo, which is entered for the Epsom Derby. Despite the fact that the race is on the same day as the opening night of the show, Billy says that he is going to Epsom to see his horse run and Hymie’s worry about missing the show is calmed by the fact that he has a front seat at the Derby as the owner’s friend. In fact, the entire company turn up to the race in a vintage coach and promoter Bartholomew almost has a fit when he sees his entire cast at the Derby on his television set.

Anselmo, a complete outsider, comes in fourth, much to Billy’s delight. Together with the rest of the cast he then rushes back to Yarmouth to try to make the theatre in time for the show’s opening. They manage to arrive in time, much to Bartholomew’s relief and, still wearing their Derby suits, they take the stage with Billy singing ‘I’ve Gotta Horse.’ The cast included Amanda Barrie as Jo, Michael Medwin as Hymie Campbell, Bill Fraser as Bartholomew, Peter Gilmore as Jock, Leslie Dwyer as Bert, John Kelly as Michael, the donkey man and Jon Pertwee as a costumier’s assistant. Billy and Amanda Barrie became lovers during the filming and he actually proposed marriage, although she rejected him without informing him that she was a bisexual who had lesbian tendencies.

The soundtrack album was produced by Dick Rowe and released on Decca LK 4677 in March 1965. The tracks were: Side One: I’ve Gotta Horse; Stand By Me; Do The Old Soft Shoe; I Cried All Night; Far Far Away; I Like Animals; Find Your Dream. Side Two: Dressed Up For A Man; He’s Got The Whole World In His Hands; Won’t Somebody Tell Me Why; Problems; You’ve Got To Look Right For The Part. Billy was backed by The Gamblers who comprised Jim Crawford (lead guitar/vocals); Alan George (piano/organ); Andy Mac (drums); Ken Brady (sax); Tony Diamond (guitar/trumpet/vocals) and Alan Sanderson (bass, vocals). Four numbers recorded for the film didn’t appear on the soundtrack: ‘Like a Child’, ‘My Friend’, ‘How Can You Tell’ and ‘I Must Be Dreaming.’ The Bachelors sung ‘Far Far Away’ and ‘He’s Got the Whole World In His Hands.’ Sheila O'Neil sang ‘Dressed Up For A Man,’ Michael Medwin sang ‘Problems’ and Amanda Barrie and Jon Pertwee sang ‘You’ve Got To Look Right For The Part.’