Vision-language models (VLMs) excel in zero-shot recognition but their performance varies greatly across different visual concepts. For example, although CLIP achieves impressive accuracy on ImageNet (60-80%), its performance drops below 10% for more than ten concepts like night snake, presumably due to their limited presence in the pretraining data. However, measuring the frequency of concepts in VLMs' large-scale datasets is challenging. We address this by using large language models (LLMs) to count the number of pretraining texts that con-tain synonyms of these concepts. Our analysis confirms that popular datasets, such as LAION, exhibit a long-tailed concept distribution, yielding biased performance in VLMs. We also find that downstream applications of VLMs, including visual chatbots (e.g., GPT-4V) and text-to-image models (e.g., Stable Diffusion), often fail to recognize or generate images of rare concepts identified by our method. To mit-igate the imbalanced performance of zero-shot VLMs, we propose REtrieval-Augmented Learning (REAL). First, in-stead of prompting VLMs using the original class names, REAL uses their most frequent synonyms found in pretraining texts. This simple change already outperforms costly human-engineered and LLM-enriched prompts over nine benchmark datasets. Second, REAL trains a linear classifier on a small yet balanced set of pretraining data re-trieved using concept synonyms. REAL surpasses the previous zero-shot SOTA, using 400× less storage and 10,000× less training time!