Punters have stood on bins and rushed to the rails to catch a glimpse of Almandin winning the Melbourne Cup.

The German-bred Australian-trained horse narrowly beat Heartbreak City and favourite Hartnell to make Lloyd Williams the most successful owner of Melbourne Cup winners.

Just as the race was reaching its finale, rain began falling in typical Melbourne fashion, wetting racegoers as they tried to collect their winnings.

For Emily Bell, the rain wasn't much of an issue considering she backed some winners.

"We were rained on a little bit but it wasn't as bad as we expected," she told AAP on Tuesday.

"Obviously it's always good when you have a few wins!"

Others have been feeling the pinch as they try to keep the party going.

"This half-bottle of moscato cost us $53," racegoer Annalise Hudson said.

"We're not tight arses but I think they do take advantage of people when it comes to alcohol prices," her friend added.

Some celebrated Almandin's win with "shoeys", drinking beer from the shoes they had been wearing all day.

For the rich and famous, champagne was the drink of choice as huge stars walked around the Birdcage Marquees.

Arriving by chopper, Chris Hemsworth's wife Elsa Pataky was a huge draw card for the Cup, stationing herself at the Emirates Marquee.

The Spanish-born model and actress told the waiting media that she had made an effort to wear local designers, and heaped praise on people's fashion sense.

"I've seen a few designers and the colour is amazing," she told reporters.

"It's such a fashion event and I can see everyone is just so beautiful and dressed up."

Pink was a popular choice for female punters, while many of the men rocked blues and greys.

Billionaire Gina Rinehart arrived at the Emirates marquee under huge media attention and surprisingly said she wouldn't be betting.

"Actually I don't gamble," she said.

The media attention didn't help as photos emerged of the heiress slipping down the stairs outside the marquee.

Overall 97,479 people made it to the racecourse on Tuesday to see the 156th running of the Melbourne Cup, the lowest crowd number since 2001.

Last year 101,015 people attended.