A satire on Victorian Life.

When Frith's original painting was shown at the Royal Academy 1858 the response was so overwhelming that a rail was erected to keep the crowds back and a policemen was placed on guard. The Times noted that 'no closer nor completer transcript of a scene of English amusement has been painted since Hogarth'.

The print comprises of a series of social vignettes. Frith's interest in physiognomy and phrenology are evident in this satirical view of Victorian society. It includes three main scenes, during the annual spectacle of the Derby, when large numbers of Londoners left town for the day to visit the races on Epsom. On the left, near the private tent of the Reform Club, rich city gentlemen in top hats surround the table of a thimble-rigger who is busy cheating them out of their money. This happened to Frith himself on his first visit to Epsom Downs in 1856.To the right, one stands with his hands in his empty pockets, and shirt gaping, having gambled away his pocketwatch, its curb chain and his shirt-studs. Further left, a young country man in smock is being held back by his woman to prevent him from joining in. In the centre, an acrobat is ready to perform with his son, but the attention of the thin young boy has been distracted by a lavish picnic banquet that is being laid out. Spectators throng behind, drinking champagne in their carriages, with the racecourse grandstand visible in the background. At the far right, a well-dressed man leans against the carriage of his young mistress. Echoing her position, a high class prostitute in brown riding clothes is on the extreme left, one of many seen that could be seen each day riding in Hyde Park. To the right, a thief can be seen stealing a gold watch from a man with his hands in his pockets.