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Of the three public tracks, Williamstown was probably the most important, rating below Flemington and Caulfield, but equal in importance to Moonee Valley.
Despite always being called Williamstown, the course was actually in today's Altona, in Racecourse Road on the eastern banks of the Kororoit Creek after the trustees of the original club were unable to agree on terms with the Williamstown Council to develop a course closer to the port and approached the neighbouring Shire of Wyndham, who made the site alongside Kororoit Creek extending to the foreshore available to them.
Racing had been conducted at the seaside village as early as 1859 with an annual Williamstown Handicap the main attraction.\There had been a number of meetings held at the Steam Packet Hotel prior to the Williamstown Racing Club being formed on 28 April 1868 with a committee of twenty.
A temporary site was set aside on Government land on 15 February of the following year, but it appears to have been nearly two years later before the first five-race meeting was held.
The original course was replaced by a track closer to the creek in 1876 and the rules for the new site were set down in the Victorian Government Gazette on 22 December, 1876 outlining a Committee of Management of nine.
The rules for the new site were set down in the Victorian Government Gazette on 22 December, 1876 outlining a Committee of Management of nine.
Prior to 1885, patrons who went to the course by train had to walk from North Williamstown on the Geelong line but a branch line of approximately 1.1 kilometres was built in two stages (1885 and 1886-87) with the Williamstown Racecourse Station serving the track. The line was extended a few years later to Altona and became part of the regular suburban network.
A member’s grandstand was constructed in 1887, with a public grandstand added in the early 1920s.
Williamstown was the first Melbourne course to operate a doubles totalizator, permission being granted by the Government in October, 1939, just in time to allow the club to have the system in operation for the Williamstown Cup meeting on November 18.  
The doubles tote was only used three times before the course was taken over as an Army base.
Courses For Horses - Williamstown
The approximate location of the Williamstown course in North Altona. The station, indicated by a rectangle, was on the western side of Kororoit  Creek.
The best known event held at course was the Williamstown Cup, traditionally the last of the four cups run during the Melbourne Spring Racing Carnival, and the family most closely associated with racing at Williamstown were the Underwoods, a surname famous in the histories of both Williamstown and Victorian thoroughbred racing and perpetuated by the traditional Underwood Stakes, a key lead-up race prior to the Caulfield Cup.  
Racing continued at the track until just after the outbreak of the Second World War when it was taken over by the Army. The final race meeting at the Williamstown Racecourse was held on 10 February, 1940.
Various parts of the course were being restored in readiness for a resumption of racing in June, 1947 but on 29 January, a fire (believed to have been caused by a workman's blowtorch) broke out and so badly damaged the member's and public grandstands and an administration block that the course was closed to racing, although it was still used for training purposes and barrier trials.
The Williamstown Racing Club ran a few meetings at Flemington and Moonee Valley as it had done during the war years, but with the abolition in 1948 of proprietary racecourses, it in July of that year amalgamated with the privately owned Victorian Trotting and Racing Association to become the Melbourne Racing Club.
The merger came despite Williamstown having 700 members (some 350 attended the meeting with just three dissensions) while the V.T.R.A.  had just 27.
Reports of the amalgamation proceedings cast doubt on whether Williamstown would have survived for much longer anyway, the chairman Mr DuCrow suggesting that even if the Williamstown course were re-licensed, racing would end there within a few years because of the Vacuum Oil Company's plans for expanding its plant in areas close to the course.
The M.R.C were allocated 13 meetings and the intentions were to re-develop the V.T.R.A.’s de-licensed course at Sandown, but the M.R.C. merged with the V.A.T.C. before Sandown Park re-opened as a public course. The Williamstown Cup was renamed to the Sandown Cup in 1962.
Updated 13 July, 2013







Williamstown Racecourse, date unknown.  From the aspect, the image was probably taken from over the Racecourse Station with Port Phillip Bay in the background.