He completed a technical knockout of Jack O'Dowd, 2:10 into the second round at Detroit's Olympia Stadium on January 4, 1935. On a ticket that included Joe Lewis, the total audience reached 15,853. The sizable crowd witnessed an exceptional performance from Baer who outweighed his opponent by 29 pounds, less than his typical advantage. In an odd victory, O'Dowd, who seemed to lack the will to fight, was down five times in the first round, in a few instances without actually being hit. Though O'Dowd had faced the great Joe Lewis the previous year, he showed no desire to mix with Baer, and appeared thoroughly outmatched.
Frank Connolly, a former Golden Gloves champion, fell to Baer on March 20, 1935 in a convincing first-round knockout at the Oakland Auditorium before a substantial early-career crowd of 9,500. The final blow was a right hook that started low and came up with enormous power to knockout Connolly, who weighed 245, only a pound heavier than Baer.
Baer defeated Al Delaney on July 18, 1935, in a four-round knockout at Buffalo's Offerman Stadium. In a complete victory, Baer had Delaney down five times before the referee counted him out 34 seconds into the fourth round from a right behind the ear. In the opening round, Baer was knocked to his knees by a strong left, but recovered, and had his own way for the rest of the match.
On the ticket of the Max Baer-Joe Louis match, he had one of his most lucrative bouts on September 4, 1935, when he lost a six-round wind-up match to Ford Smith in New York before an immense crowd of 90,000 fans at Yankee Stadium. Baer tried to overpower Smith in the early rounds with his legendary punching ability, but Smith moved, blocked and weathered the storm. In later rounds, Baer was less effective with intermittent looping blows that Smith countered with sharp, short punches to the body. Baer tired in the last round and though he had an advantage in reach and weight, did little damage in his final rally, having lost speed and precision in his blows. The more experienced Smith took four of the six rounds. According to one source, his purse for the match, which was the most heavily attended in New York history, was a remarkable $42,000. Louis, who won the title match against brother Max, had a purse of $200,000.