While many turned out to watch the horses and make some well-judged bets, others simply enjoyed the excuse to get dressed up and spend an afternoon socialising.
The crowd of around 9000 - 6000 in corporate marquees - were well taken care of, with plenty of food and beverages.
They even remained buoyant when the weather turned bleak in the afternoon.
However, bright race-day fashion dominated the grey cloud as more than 80 men and women put their outfits on show for the Fashion on the Field event.
A large, enthusiastic crowd greeted participants as they strutted on the runway where fascinators, feathers, floral prints and bold colours featured.
Overall winner Cathy Pryde, of Dunedin, created her own dress and fascinator for the day in the colours of red, black and silver.
"I'm just blown away," she said.
Attending the Melbourne Cup in Melbourne next year may be on the cards after she won a prize pack worth more than $6000, which included $4000 of travel vouchers.
Another big winner was Dunedin woman Amanda Kay, who won $500 to bet on the Melbourne Cup as part of an Otago Daily Times promotion.
But her luck stopped there as none of her bets was successful.
The TAB, on the other hand, did well.
Otago and Southland punters invested about $436,000 on the Melbourne Cup, up 9% on last year.
At Wingatui, near oblivious race-goers inside marquees around the course continued to wine and dine the day away as the heavens opened in the afternoon, although many braved the rain to watch the Melbourne Cup on the big screen at 5pm.
Police were pleased with the crowd's behaviour, said Senior Sergeant Darryl Lennane, of Mosgiel.
Police made no arrests, although they escorted "a few" drunk people off the course.
