Pamela 'Pam' Thistlewaite
Katharine Hepburn
Thomas Lane
Herbert Marshall
Lord Gaythorne's Maid (uncredited)
Elspeth Dudgeon
Lady Gaythorne (uncredited)
Connie Emerald
Flora as an Infant (uncredited)
Marilyn French
Lady Rinlake (uncredited)
Lillian Kemble-Cooper
Flora at Age 9 (uncredited)
Marilyn Knowlden
Young Girl with Sick Baby (uncredited)
Molly Lamont
Mrs. Seaton - at Party (uncredited)
Doris Lloyd
Man in Courtroom (uncredited)
Sam Harris
Flora Anne Thistlewaite
Elizabeth Allan
Judge Byron Thistlewaite
Donald Crisp
Young Flora
Doris Dudley
Lieutenant Alan Craig Freeland
David Manners
Betty Bumble
Lucile Watson
Lord Gerald Waring Gaythorne
Van Heflin
French Purser (uncredited)
George Davis
Lord Gaythorne's Butler (uncredited)
Leonard Carey
Costume Design
Walter Plunkett
Screenplay
Anthony Veiller
Choreographer
Hermes Pan
Music
Roy Webb
Director
Mark Sandrich
Art Direction
Van Nest Polglase
Editor
Jane Loring
Novel
Netta Syrett
Ernest Vajda
Makeup Artist
Mel Berns
Director of Photography
Robert De Grasse