Paulette Goddard
Kitty
Ray Milland
Sir Hugh Marcy
Patric Knowles
Brett Harwood Earl of Carstairs
Reginald Owen
Duke of Malmunster
Cecil Kellaway
Thomas Gainsborough
Constance Collier
Lady Susan Dowitt
Dennis Hoey
Jonathan Selby
Sara Allgood
Old Meg
Eric Blore
Dobson
Gordon Richards
Sir Joshua Reynolds
Michael Dyne
Prince of Wales
Edgar Norton
Earl of Campton
Patricia Cameron
Elaine Carlisle
Percival Vivian
Dr. Holt
Mary Gordon
Nanny
Anita Sharp-Bolster
Mullens
Heather Wilde
Lil
Charles Coleman
Majordomo
Mae Clarke
Molly
Phyllis Adair
Young Girl (uncredited)
Norman Ainsley
Baker Hawker (uncredited)
Sylvia Andrew
Flower Hawker (uncredited)
Gordon Arnold
Duke's Footman (uncredited)
Jimmy Aubrey
Cockney Cart Driver (uncredited)
Sybil Bacon
Magic Lantern Woman (uncredited)
Frank Baker
Assistant Faro Banker (uncredited)
Phyllis Barry
Guest (uncredited)
Guy Bellis
Faro Banker (uncredited)
Wilson Benge
Bellow and Bucker Mender (uncredited)
Florence Benson
Broom Hawker (uncredited)
Frank Benson
Vinegar Hawker (uncredited)
Dodo Bernard
Taffy Tarts Peddler (uncredited)
Matthew Boulton
Solicitor (uncredited)
George Broughton
Spoon and Larding Pin Hawker (uncredited)
David Cavendish
Head Faro Banker (uncredited)
Sanders Clark
Guest (uncredited)
Ann Codee
Madame Aurelie (uncredited)
Sherlee Collier
English Child (uncredited)
Edward Cooper
Sir Herbert Harbord (uncredited)
Robert Cory
Lantern Merchant / Hazard Banker / Watchman (uncredited)
Alec Craig
McNab (uncredited)
Anne Curson
Duchess of Gloucester (uncredited)
Lew Davis
Fish Hawker (uncredited)
Harold de Becker Jr.
English Child (uncredited)
John Deauville
Earl of Barrymore (uncredited)
Cyril Delevanti
All Hot Hawker (uncredited)
Leslie Denison
Mr. Sheridan (uncredited)
Donald Dewar
English Child (uncredited)
Billy Evans
Rabbit Skin Hawker (uncredited)
Herbert Evans
Footman (uncredited)
Pamela Ewing
Flower Girl (uncredited)
Betty Fairfax
Fish Hawker (uncredited)
Al Ferguson
Footman (uncredited)
Fred Fox
Rat-Killer Hawker (uncredited)
Gibson Gowland
Prison Guard (uncredited)
Helena Grant
Selby Housekeeper (uncredited)
Marie Grosscup
Specialty Dancer (uncredited)
Frank Hagney
Stevedore (uncredited)
Bobby Hale
Hawker with Donkey (uncredited)
Stuart Hall
Guest (uncredited)
Ethyl May Halls
Cockney Woman (uncredited)
Delphine Harding
English Child (uncredited)
Ivo Henderson
Guest (uncredited)
Ernest Hilliard
Assistant Hazard Banker (uncredited)
Leyland Hodgson
Passerby (uncredited)
Anne Howard
Asses Milkmaid (uncredited)
T. Arthur Hughes
Fish Hawker (uncredited)
Lilyan Irene
Apple Hawker (uncredited)
Boyd Irwin
Passerby (uncredited)
Charles Irwin
Barrows (uncredited)
Tiny Jones
Fish and Chips Woman (uncredited)
Colin Kenny
Mr. Thickness (uncredited)
Crauford Kent
Sir Joshua's Friend (uncredited)
George Kirby
Solicitor (uncredited)
Sidney Lawford
Sir Geoffrey Tennant (uncredited)
Doris Lloyd
Fish Hawker (uncredited)
Mary MacLaren
Maid to Duke Malmunster (uncredited)
Stanley Mann
Knife-Sharpener Hawker (uncredited)
Audrey Manners
Flower Girl (uncredited)
Anthony Marsh
Cripplegate (uncredited)
Tom McGuire
Vegetable Hawker (uncredited)
Mary McLeod
Mrs. Sheridan (uncredited)
John Meredith
Guest (uncredited)
Viola Moore
Guest (uncredited)
Arthur Mulliner
Assistant Faro Banker (uncredited)
Doreen Munroe
Fresh Salad Hawker (uncredited)
Miriam Nelson
Girl with St. Leger (uncredited)
William H. O'Brien
Coach Footman (uncredited)
Tempe Pigott
Woman in Window (uncredited)
Hilda Plowright
Mrs. Thickness (uncredited)
Byron Poindexter
Colonel St. Leger (uncredited)
Harry 'Snub' Pollard
Hugh's Rental Coachman (uncredited)
Reed Porter
Rupert (uncredited)
John Power
Cockney Cart Driver / Ink Hawker (uncredited)
Elsie Prescott
Baked Apple Hawker (uncredited)
Jean Prescott
English Woman with Children (uncredited)
Jean Ransome
Maid to Duke Malmunster (uncredited)
Jack Raymond
Fish Hawker (uncredited)
Marie Reeves
Fish Hawker (uncredited)
Clara Reid
Midwife (uncredited)
John Rice
Cockney Cart Driver (uncredited)
Byron Ruggles
Duke's Footman (uncredited)
Nancy Russell
Young Girl (uncredited)
Perseus Ruth
Milkmaid (uncredited)
Paul Scardon
Undertaker (uncredited)
Charles Schrader
Groom of Chambers (uncredited)
Allen Schute
Guest (uncredited)
Violet Seton
Flower Hawker (uncredited)
Douglas Spencer
Guest (uncredited)
Ruth St. Denis
Duchess (uncredited)
Robert R. Stephenson
Stevedore (uncredited)
Doris Stone
Guest (uncredited)
Lucy Storm
Flower Girl (uncredited)
Evan Thomas
Chaplain (uncredited)
David Thursby
Gingerbread Hawker (uncredited)
Victor Travis
Duke's Best Man (uncredited)
Douglas Walton
Philip (uncredited)
Kitty Watson
Singing Flower Hawker (uncredited)
Audrey Westphal
Girl with Barrymore (uncredited)
Sybil Williams
Magic Lantern Woman (uncredited)
Eric Wilton
Cockney Man (uncredited)
Florence Wix
Guest (uncredited)
Karl Tunberg
Writer
Mitchell Leisen
Director
Rosamond Marshall
Novel
Darrell Ware
Writer
Daniel L. Fapp
Director of Photography
Raoul Pene Du Bois
Costume Design
Victor Young
Original Music Composer
Mitchell Leisen
Producer
Alma Macrorie
Editor
Walter H. Tyler
Art Direction
Darrell Ware
Associate Producer
Karl Tunberg
Associate Producer
Raoul Pene Du Bois
Production Design
Hilda Grenier
Technical Advisor
Sam Comer
Set Decoration
Don Johnson
Sound
Earl Crowley
Still Photographer
Constance Collier
Dialogue Coach
Loyal Griggs
Visual Effects
Edna Shotwell
Wardrobe Master
Farciot Edouart
Visual Effects
Philip Wisdom
Music
Connie Emerald
Dialect Coach
Billy Daniel
Choreographer
Paul K. Lerpae
Visual Effects
John R. Coonan
Assistant Director
John A. Anderson
Wardrobe Master
Elvira Smith
Research Assistant
Gordon Jennings
Visual Effects
Jan Domela
Matte Painter
Haskell B. Boggs
Camera Operator
Sidney Cutner
Orchestrator
Wally Westmore
Makeup Supervisor
T. Johnston
Props
Phyllis Loughton
Dialogue Coach
Gladys Percey
Researcher
Don McKay
Sound
Irmin Roberts
Visual Effects
George Parrish
Orchestrator
Ed Ralph
Unit Manager
Geza Kende
Painter
Sidney Street
Location Manager
Tex Harris
Second Assistant Director
Barbara Karinska
Costume Design
Heather Thatcher
Dialect Coach
Leonora Sabine
Hair Supervisor
Ken Whitmore
Publicist
Al Mann
Choreographer
Marty Santell
Second Assistant Director
Robert Franklyn
Orchestrator
Hans Dreier
Art Direction
Ray Moyer
Set Decoration
Charles Gemora
Painter
Leo Shuken
Orchestrator
Daniel Dare
Choreographer