Saratoga is a 1937 American romantic comedy film starring Clark Gable and Jean Harlow and directed by Jack Conway. The screenplay was written by Anita Loos. Lionel Barrymore, Frank Morgan, Walter Pidgeon, and Una Merkel appear as featured players; Hattie McDaniel and Margaret Hamilton appear in support. It was the sixth and final film collaboration of Gable and Harlow.
Jean Harlow died before filming was finished, and it was completed using stand-ins. Saratoga was MGM's most successful film of 1937 and became the highest-grossing film of Harlow's career.

Plot
The bank is taking the stud from Grandpa Clayton (Lionel Barrymore) and the family's Brookvale Farm in Saratoga. Bookie Duke Bradley (Clark Gable), a longtime friend, stops it by buying him back. Snooty granddaughter Carol (Jean Harlow), a bombshell seeking to acquire a European patina, calls from an English estate. She announces her engagement to the wealthy Wall Street mogul Hartley Madison (Walter Pidgeon), a former pony player who once took Duke for $50,000. Duke takes the call, and breaks the news to her father, Frank Clayton (Jonathan Hale), and Grandpa. Broke, Frank gives Duke the deed to Brookvale to pay his gambling debts. At the races, Duke takes bets and meets Hartley and Carol. Duke is desperate to draw Hartley back to the track. Carol is adamantly against it. Duke greets attractive old friend Fritzi (Una Merkel) with a kiss. During a race, Frank collapses and dies.

Carol asks Duke to sell her back the farm, but Duke assures her he won't foreclose on Grandpa. They quarrel about her marrying for money. Fritzi tells Duke that her new husband, cold cream magnate Jesse Kiffmeyer (Frank Morgan), is allergic to horses. To ensure she still gets the one she wants, Dubonnet, Duke finesses Jesse's sneeze at a horse auction into the winning bid on it. Grandpa tells Duke that Carol is selling her horse, Moonray; she tells Duke she needs money to pay him off. Deftly avoiding Carol's sucker play, Duke bids Hartley up to $14,000 at the auction, then drops out, doubling the slap by guaranteeing that as an owner Hartley will come back to the track. Hartley asks Grandpa to train Moonray.

Carol studies horses and wins money from Duke. They spend much time together at the tracks and traveling between them the length of the Atlantic seaboard by rail. In the process Carol begins to thaw towards Duke, initiating a push-pull relationship. Seeking to get Harley down to Florida to bet, Duke calls on him in New York and tells him Carol needs help with her nerves. Hartley flies down with Dr. Bierd (George Zucco), who says Carol is "emotional", a euphemism for raging sex hormones going unanswered. He insists she should marry soon or avoid seeing Hartley. The tempestuousness, however, is all about her affection for Duke and his fluctuating allegiances.
Laying bait to get Hartley to stick around, Duke gets him to wager and win $6,000. Carol tells Hartley not to bet with Duke, insisting he's just out to swindle him. After convincing Hartley to leave, Carol then asks him to stay. Hartley bets with Duke and loses $5,000.
On a train Duke dines with Fritzi and Jesse, who is madly jealous of Duke, believing he's carrying on with Fritzi. She knows Duke is in love with Carol, and Duke says he plans to win enough money to marry her and be able to run Brookvale farm properly. Carol tells Duke she loves him and intends to break off her engagement to Hartley. When Duke objects to losing him as a pigeon, she gets angry. At the races, Hartley loses.
The Hopeful Stakes, the biggest race of the season at Saratoga, is to be run. Hartley hires a new trainer for Moonray. Gambling everything, Duke accepts Hartley's $100,000 wager on Moonray to win, confident he will still triumph with top jockey Dixie Gordon (Frankie Darro) on Dubonnet. Carol secretly gets Jesse to turn over his contract with Dixie, shifting him upon Moonray so Duke will lose. Fritzi tells the still insanely jealous Jesse that if Duke wins, he will marry Carol, completely changing Jesse's tune but too late to reverse the fix. The race is close and contentious, with a jockey formerly bullied by Dixie standing up to him throughout. It ends in a photo finish. Dubonnet wins by a nose. Hartley realizes Carol has fallen for Duke and steps aside. On another train, Carol and Duke celebrate with their racing friends.





