The film went through numerous outlines, treatments, drafts, revisions and a total of eighteen different scripts before arriving at its final version. The Marx Brothers on the set with director Sam Wood The black folk arrive at the race and start walking with Gil, Judy, Hackenbush, Tony and Stuffy through the racetrack, all singing the final number. Stuffy realizes that the mud-covered horses were switched after the accident, and Morgan's jockey was riding Hi-Hat in the finish, thus making Hi-Hat the winner. On the last lap, Hi-Hat and Morgan's horse wipe out when they reach the finish line, it appears that Morgan's horse has won. Knowing that Hi-Hat is afraid of Morgan, everyone works to make Hi-Hat aware of his presence before reaching the fence. Morgan, who witnessed Hi-Hat's jumping prowess the night before, tries to prevent him from being entered in the race but fails.

Gil notices this and enters him into the upcoming steeplechase race. Hi-Hat hears Morgan's voice and bolts, easily jumping over several obstacles in the way. The attempt fails, everybody runs off and Whitmore finally exposes Hackenbush as a horse doctor with a letter he received from the Florida Medical Board. As the number progresses, the police arrives and Hackenbush, Tony and Stuffy try to disguise themselves by painting their faces with grease in blackface. Near the stable, Stuffy starts sympathizing with a community of poor black folk who believe him to be Archangel Gabriel. She is upset by the negative light of the situation Gil tries to lift her spirits. Upjohn's examination, Hackenbush, Tony, Stuffy and Gil hide out in Hi-Hat's stable, where Judy soon joins them. Upjohn agrees to an examination by Steinberg, Hackenbush wants to flee for fear of being exposed Gil, Tony and Stuffy remind him that Judy still needs his help and persuade him to stay.ДЄfter making a shambles of Mrs. Steinberg from Vienna, whom he hopes will expose Hackenbush. Upjohn is about to sign an agreement to help Judy, Whitmore brings in the eminent Dr. Upjohn arrive, they have hidden Flo by stuffing her under the sofa cushions. Stuffy overhears the plot and informs Tony, so the two attempt to thwart Hackenbush's rendezvous with the floozy by posing as house detectives and then as paperhangers. Upjohn catch him in his suite with Flo, a blonde temptress. Whitmore attempts to get Hackenbush fired by having Mrs. That night, at the gala Water Carnival, Gil performs along with Vivien Fay and her ballet, and Tony and Stuffy play the piano and harp respectively. Hackenbush intercepts the call, and by impersonating the man in charge of medical records, feigning a hurricane and repeatedly calling Whitmore to the dictagraph, he enrages Whitmore until he gives up. Whitmore attempts to contact the Florida Medical Board for information on the doctor. Tony raises some money by scamming Hackenbush in the 'Tutsi Fruitsy Ice Cream' scene, giving him a tip on a horse, but all in code, so he has to buy book after book to decipher it. Gil now has no money to pay for Hi-Hat's feed, and he, Tony and Stuffy, Hi-Hat's jockey, have to resort to trickery to fend off the Sheriff who has come to collect money for the feed bill. Hi-Hat is so afraid of Morgan, that he rears in fright whenever he hears his voice.

He hopes the horse, which he purchased from Morgan, will win and the money will allow Judy to save the Sanitarium. Meanwhile, Judy's beau, singer Gil Stewart, who performs at Morgan's nightclub, has just spent his savings on a racehorse named Hi-Hat.

Whitmore, being Morgan's stooge, is suspicious of Hackenbush's medical background. Tony contacts Hackenbush by telegram and when the Doctor arrives he immediately insults the Sanitarium's business manager Mr. Upjohn that Hackenbush has been hired to run the Sanitarium, she is elated and informs Judy she will consider helping her financially. Tony overhears her praise of Hackenbush, who is, unknown to her, a horse doctor. She threatens to leave the Sanitarium for treatment by Dr. Judy's employee Tony, suggests asking financial help from the wealthy patient Mrs. Morgan, who owns a nearby race track and nightclub, holds the mortgage on the sanitarium and is attempting to purchase it in order to convert it into a casino. The Standish Sanitarium, owned by Judy Standish, has fallen on hard times.

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