Cleveland beat the Baltimore Colts, a rival from the old AAFC, in its second preseason game. Scoring in the game, played in Cincinnati, began with an 18-yard passing touchdown from Graham to halfback Dub Jones in the first quarter. Baltimore's Billy Stone received the ensuing kickoff and ran it back 100 yards for a touchdown to tie the game at 7–7. Graham then led the team on a 75-yard drive composed mostly of passes to Lavelli that ended with a one-yard touchdown by Graham on a quarterback sneak. A short field goal by Groza gave the Browns a 17–7 lead at halftime. The Browns widened the lead with another Groza field goal in the third period and a touchdown set up by a 63-yard punt return by Ken Carpenter at the beginning of the fourth. Holding a 20-point lead, Brown rested his starters and sent in a squad composed entirely of rookies. The rookies managed another touchdown on a two-yard rush by Tom O'Malley that was set up by a Carpenter interception, giving Cleveland the 34–7 win. Cleveland's defense played well, allowing 42 net rushing yards and 86 passing yards.