Dubbed the 'race that stops the nation', 24 hopefuls will line up from 3pm on Tuesday for a chance to claim cup glory at Flemington Racecourse.
An $8.4 million prize and $600,000, 18-carat gold Melbourne Cup trophy is up for grabs.
This year marks three decades since international horses joined the chase for cup success.
Spectators will be treated to an all-star entertainment line up including Australian darling Delta Goodrem and former INXS lead singer Jon Stevens.
'Torn' singer Natalie Imbruglia will perform the national anthem ahead of the richest two mile horse race in the world.
In 2003 the race day carnival recorded its highest track attendance when more than 122,000 spectators witnessed Makybe Diva win the first of her three cups.
But 20 years on, crowd sizes have been dwindling.
Numbers in 2022's race were the lowest since 1980 with 73,000 racegoers spending the day at the racetrack.
Crowds have been dwindling at Flemington since a record attendance in 2003.
The public holiday also coincides with Victoria decriminalising public drunkenness.
Victoria Police will still be highly visible but will encourage drunk people to seek support or refer cases to outreach teams instead of arrests.
"If a drunk person commits a criminal offence, they will be dealt with swiftly by police," a police spokeswoman said.
Outreach teams will help drunk people reconnect with friends or family, provide public transport options and even offer to charge their phone if it runs out of battery.
Police and paramedics can leave a drunk person alone if they refuse help if it is deemed safe.
People should still call triple zero if they encounter a vulnerable drunk person in the street but emergency services, licensed premises and transport operators will be able to call a 24/7 triage service.
Victoria is the second last state to transition to a health-based response to public intoxication.
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