A Day at the Races (1937) is a classic Marx Brothers comedy (the trio's 7th film), and their second film for MGM following A Night at the Opera (1935)). It is often argued as one of their top five best works. The disjointed plot line, poor editing and long musical numbers are secondary to the familiar wisecracking dialogue, anarchic comedy, and outrageous routines. At a total of 110 minutes, it was the longest of all the Marx Bros.' theatrical features (18 in total from 1929-1968).

The story, directed by Sam Wood, was a familiar one: good-hearted protagonists were being taken advantage of by greedy villains (a rich banker/developer and his accomplice), amidst some match-making and musical interludes. A series of scams, pranks, and hoaxes from both sides comprised the basis of the film's inane plot, to try to vindicate the good-guys and outfox the bad-guys.

A few of the loosely-connected scenes that were woven together have become classics:

• the funny sight-gag of repeatedly pickpocketing a Sheriff of a $5 dollar bill, to make it look like a $15 bill was paid
• the famous "Tootsie-Frootsie" Ice Cream/Code Book scene at the racetrack
• the Phone Call Impersonation sequence
• the two Medical Examination scenes
• a clever Pantomime (Game of Charades) to indicate a frame-up
• the Dinner-Date seduction and Wallpapering to the Wall scene
• the destruction of a piano and its transformation into a harp
• the climactic Steeplechase race sequence

This was the only Marx Brothers film to receive a competitive Oscar nomination -- Dave Gould's Best Dance Direction for the song/dance number "All God's Children Got Rhythm" in the last part of the film. Queen, the raunchy, mock-opera rock band in the mid-70s with charismatic lead singer Freddie Mercury, named their fifth album after this film. [Note: Their fourth album was also named after an earlier Marx Bros. film, A Night at the Opera.]

Financial Problems at the Standish Sanitarium:

The film opens as a train pulls into the station at Sparkling Springs, Florida where a prominent sign advertises the area's main attraction ("America's Foremost Summer Resort") - Sparkling Springs Resort, with a race-track and the Morgan Hotel, plus a health resort known as the Standish Sanitarium. At the curb, all of the disembarking passengers ignore Tony (Chico Marx), the sanitarium's bus driver/chauffeur and huckster, and instead choose to be transported to the hotel resort area.

Sparkling Springs' Standish Sanitarium and its owner, lovely Judy Standish (Maureen O'Sullivan) are in deep financial trouble. Judy faces liquidation, bankruptcy, and the sale of the institution. Tony suggests to Judy that one the sanitarium's rich patients - hypochondriac/socialite Mrs. Emily Upjohn (Margaret Dumont), might be able to help. Meanwhile, the indignant Mrs. Upjohn is about to leave the hospital because her doctor can find nothing wrong with her, although she claims she is on the verge of a nervous collapse.

When Judy tells her fiancee, handsome singer Gil Stewart (Allan Jones) that she is upset about losing the hospital and their wealthy patient Mrs. Upjohn, he produces contract papers to show he has just purchased a race horse named Hi-Hat for $1,500 with the last of his money. He foolishly hopes to gamble with the racehorse to win money to save their situation. The upset Judy thinks he will "gamble away" their happiness on a longshot, by giving up his voice lessons and a career in radio.

As Mrs. Upjohn leaves the sanitarium with many bags of luggage, she expresses her need for a doctor who can support her hypochondria: "I'm going to someone who understands me, I'm going to Dr. Hackenbush!...Why, I didn't know there was a thing the matter with me until I met him!" Tony, Judy's friend and sanitarium chauffeur, overhears Mrs. Upjohn's endorsement of a Dr. Hackenbush in the area, and reroutes her luggage carried by bellhops back into the lobby. He promises her that the same Dr. Hugo Z. Hackenbush (Groucho Marx) of Palmville, Florida is arriving shortly. She gushes to Judy that she may be able to help financially support the health facility with Hackenbush as Chief of Staff.

Plan to Summon Dr. Hackenbush to the Sanitarium:

Tony's plan is to make Hackenbush the new Chief of Staff, therefore persuading Mrs. Upjohn (with her romantic attachment to him) to remain and to loan the sanitarium money to keep it from closing down. Judy has no choice but to go along with the plan. Tony doesn't know who Hackenbush is, but declares: "If she wants a Hackenabuss, she's gonna get a Hackenabuss."

Dr. Hackenbush receives Tony's telegram at his sanitarium for small animals and horses, offering to have him come up and take care of the Standish Sanitarium and Mrs. Upjohn. Then he remembers her - someone who fell in love with him: "Ah, Emily, she never forgot that hayride." He decides to leave his veterinary practice, and gives one large 'horse pill' to an ailing horse: "Take one of those every half mile and call me if there's any change."

A Conspiracy to Buy the Foreclosing Sanitarium:

Meanwhile, a takeover is planned by evil Mr. J.D. Morgan (Douglas Dumbrille), the owner of the nearby racetrack and hotel (with nightclub), secretly in league with his accomplice Whitmore (Leonard Ceeley), the Sanitarium's business and financial manager. They are conspiring to buy the foreclosing sanitarium property and convert it into a casino - to supplement Morgan's other holdings including a nearby race track and hotel (with nightclub). Morgan confronts Judy with a final offer - give up the sanitarium immediately and receive a $5,000 payment, or wait one more month until the mortgage forecloses and receive nothing.

Hackenbush's Arrival at the Standish Sanitarium - Appointed as Chief of Staff:

Just then, an excited and exuberant Mrs. Upjohn arrives with the gleeful news that Dr. Hackenbush has arrived, and she is willing to support the sanitarium in any way she can at least for the next month. Hackenbush appears with his bags at the sanitarium, hands them to Whitmore (regarding him as a bellhop) and tips him with a dime, but is informed:

Mrs. Upjohn: Oh, no, no, no, no, no. This is Mr. Whitmore, our business manager.
Hackenbush (apologizing): Oh, I'm terribly sorry. Here's a quarter.

Mrs. Upjohn introduces him as the new Chief of Staff of the sanitarium and then Hackenbush is introduced to his white-coated medical associates. They bow at each other many times and then identify themselves by their training hospital and year of graduation:

Johnson, Edgar Hospital, '1918'
Franco, Johns Hopkins, '22'
Wilmerding, Mayo Brothers, '24'
Hackenbush (following their example): Dodge Brothers, late '29'.

Hackenbush is reluctant to stay when he hears there are financial difficulties, but pauses when Mrs. Upjohn reassures him ("I'll take care of your salary"). Hackenbush quips: "The last job I had, I had to take it out in trade. And this is no butcher shop. Not yet, anyhow." He also describes his education, medical background and experience - prefaced by bragging: "I've got the most peculiar talents of any doctor you ever met."

- His experience:
Hackenbush: At the age of fifteen I got a job in a drugstore filling prescriptions.
Whitmore (skeptically): Don't you have to be twenty-one to fill prescriptions?
Hackenbush: Well, uh, that's for grown-ups. I just fill them for children.

- His medical training as a physician:
Hackenbush: Oh, well, uh, to begin with I took four years at Vassar.
Mrs. Upjohn: Vassar? But that's a girls' college.
Hackenbush: I found that out the third year. I'd've been there yet, but I went out for the swimming team.

Hackenbush also admits that his medical experiences were "unexciting except during the flu epidemic":

Whitmore: Ah, and what happened?
Hackenbush: I got the flu.

Hackenbush hands a large horse-sized pill to Mrs. Upjohn when she asks for her regular dose of medicine:

Whitmore: Just a minute, Mrs. Upjohn. That looks like a horse pill to me.
Hackenbush: Oh, you've taken 'em before?
Mrs. Upjohn: Are you sure, doctor, you haven't made a mistake?
Hackenbush: (To Mrs. Upjohn) You have nothing to worry about. The last patient I gave one of those to won the Kentucky Derby.
Whitmore: May I examine this please? Do you actually give those to your patients? Isn't it awfully large for a pill?
Hackenbush: Oh, it was too small for a basketball, and I didn't know what to do with it. Say, you're awfully large for a pill yourself.

When Dr. Wilmerding (Charles Trowbridge) suggests that the pill would take a lot of water to swallow, Hackenbush retorts: "Nonsense. You can swallow that with 5 gallons." Whitmore presses further: "Isn't that a lot of water for a patient to take?", and Hackenbush jokes again: "Not if the patient has a bridge in her mouth. You see, the water flows under the bridge, and the patient walks over the bridge and meets the pill on the other side."

With the sound of a racetrack bugle, Hackenbush departs for the nearby racetrack - attracted by the horses. [Note: The scenes at the racetrack were filmed at the Santa Anita Race Track, just east of Pasadena, CA in the town of Arcadia when the track was brand-new and only about 3-4 years old.]

At the Rack Track - A Race Horse Named Hi-Hat:

At the race track, simpleton and mute Stuffy (Harpo Marx), Morgan's horse jockey, wins a race he was instructed to lose. When Morgan searches for him to beat him, he hides in Hi-Hat's stable to avoid being pummeled. It becomes obvious that Hi-Hat always reacts violently whenever in the presence of Morgan (or his picture). Stuffy tells Tony, who is also a racetrack ice-cream vendor when he isn't chauffeuring for Judy, that he has been fired for not throwing the race. He signals the firing by striking a 'fiery' match.

Tony suggests to Hi-Hat's owner Gil that Stuffy can be Hi-Hat's new jockey and caretaker, but Gil is out of money. He cannot afford to pay the feed bill when the Sheriff (Robert Middlemass) simultaneously arrives to collect. In a brilliant sightgag, they transform the same $5 dollar bill (partial payment) into $15 dollars in a clever ruse of pickpocketing, to prevent the horse from being repossessed. Each time Tony gives the Sheriff a $5 dollar bill, Stuffy sneaks it from the Sheriff's pocket and returns it to Tony, who then continues payment with the same $5 dollar bill.

Ultimately, Stuffy is caught making a final reach into the Sheriff's pocket, and he makes the most of it by taking the Sheriff's sock off his leg.