Flemington racecourse—where the Cup week is held, and many lesser races run throughout the year, and which covers an area of 301 acres—is most beautifully kept, and in some spirit of alliteration is almost as famous for its roses as its races. I never saw such standards, arches, bushes of them as there are, all aglow with colour. In front of the Grand Stand and the smaller stand is the lawn, as smooth as a billiard-table, and affording a splendid show-ground for the women’s dresses. To the right, beyond the Grand Stand, is the paddock, and the ground where the less wealthy people are massed, shot through by the smart costumes of those who penetrate there from among the more select, to have a look at the horses, and so on to the betting paddock, where numberless bookies congregate, shrieking themselves hoarse. The crowd is simply gigantic—and well it may be, seeing that not only is pretty well every soul there from within easy reach of Melbourne, but all who can afford it—sometimes by means of a year’s strenuous saving—from other States and up-country districts. But though the actual size of the crowd is perfectly amazing to any newcomers, who have heard much in regard to the scanty population of Australia, what is even more amazing is to see so enormous a concourse of well-dressed, thoroughly prosperous-looking people; for though individual toilettes may not reach to the same high pitch of extravagance and costly beauty as they do at Ascot, the average is very much higher; shop-girls, servants, mothers of large families, factory hands, and sempstresses alike all having embarked on something new for this great festival of the year. [Picture: Cup day at Flemingtun Racecourse, Melbourne]