Cleveland beat the San Francisco 49ers, an old rival from the AAFC, at home in the ninth game of the season. The 49ers scored first after blocking a Gillom punt and recovering at Cleveland's one-yard line in the first quarter. San Francisco 49ers quarterback Frankie Albert ran for a touchdown on the following play. The Browns' Chubby Grigg recovered a fumble by San Francisco's Sam Cathcart at the 49ers' seven-yard line near end of the first quarter, setting up a short touchdown pass from Graham to Jones. A 22-yard rushing touchdown by Motley put the Browns ahead midway through the second quarter, but San Francisco tied the game at the end of the half with a pass from Albert to Alyn Beals. A fumble by Joe Perry, one of five he made in the game, led to a Groza field goal 10 minutes into the third quarter. Groza added to the lead with another field goal in the fourth quarter, and the Browns surged ahead at the end of the game by capitalizing on San Francisco interceptions and fumbles. Both Jones and Bumgardner scored rushing touchdowns, securing a 34–14 win.