Gable is Duke Bradley, a bookie who acquires the deed to the Brookdale horse ranch because the owner, Mr. Clayton (Jonathan Hale) owes him a lot of money. When Clayton dies, his daughter Carol (Harlow), who dislikes Bradley, is determined to get the horse ranch back in the family by winning horse races to pay Bradley back. Meanwhile, Bradley tries to bait Carol's rich fiancée (Pidgeon) to place bets with him.

Reviews

Photoplay magazine, November 1937:

Jean Harlow's last picture and the consensus is that her portrayal in this fast-moving comedy-drama built around the well-known racetrack was one of the best of her career. Lionel Barrymore, Clark Gable, Una Merkel,  Walter Pidgeon and Frank Morgan are all to their usual fine standard.

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Quote-able Gable

"Hey, limpy, wait a minute. Take that stallion back to the stable." first line

"Say, you better take that crown off your head and come home."

"Well, nice going honey, you certainly hooked a big one!"

"The track isn't much fun if you don't bet."

"Why, honey, you look sharp as a razor!"

"Is that all before I reach for that hairbrush?"

"Honey, you're struttin' like a pacer!"

"If this luck of yours keeps up, I'll cut my throat!"

"This place is tougher to crash than the pearly gates."

"Kiss me like that and see if I go home!"

"This is more work than I've done for a woman since my mother."

"I wish I had your humility."

"Fritzi, I love you." last line

Behind the Scenes

The film was originally conceived as a vehicle for Gable and Joan Crawford, but Crawford became pregnant during pre-production and was replaced by Harlow. (Crawford later suffered a miscarriage)

Harlow had been feeling ill and her scenes had to be filmed by early afternoon so she could rest.

Harlow collapsed into Gable's arms during the filming of one scene and was rushed to the hospital. Diagnosed with uremic poisoning, she died of  a cerebral edema brought on by kidney failure just days later, at the age of 26. 90% of the film had been completed and MGM executives considered shelving the film altogether or reshooting it with Virginia Bruce or Jean Arthur. Harlow fans were outraged and sent thousands of letters demanding to see her last film.  They decided to finish it with a stand-in for Harlow's part. Mary Dees was cast as Harlow's stand-in, being viewed only from behind or beneath big hats and binoculars. Radio actress Paula Winslowe provided Harlow's voice. Scenes that couldn't be faked were scrapped altogether or re-written to feature one of the supporting players instead.

Because the public flocked to see Harlow's last film, Saratoga was one of the highest grossing films of 1937. Released just six weeks after Harlow's death, it earned over $3 million at the box office.