Leslie Howard as Basil Underwood

Bette Davis as Joyce Arden

Olivia de Havilland as Marcia West

Patric Knowles as Henry Grant Jr.

Eric Blore as Digges

George Barbier as William West

Bonita Granville as Gracie Kane

Spring Byington as Aunt Ella

Georgia Caine as Mrs. Kane

Veda Ann Borg as Elsie

E. E. Clive as First Butler

Valerie Bergere as Joyce's Maid

Sarah Edwards as Mrs. Hinkle

Thomas Pogue as Mr. Hinkle

Grace Field as Mrs. Babson

Harvey Clark as Mr. Babson

Edmund Mortimer as Mr. Kane

Thomas R. Mills as Second Butler

Herbert Ashley as Stage Doorman (uncredited)

Irving Bacon as Elevator Operator (uncredited)

Lionel Belmore as Friar Lawrence (uncredited)

Georgie Cooper as Guest (uncredited)

Bess Flowers as Theatre Patron (uncredited)

Paul Irving as House Manager (uncredited)

Jack Mower as Hotel Desk Clerk (uncredited)

Paul Russell as Theatre Patron (uncredited)

Cliff Saum as Stagehand (uncredited)

Janet Shaw as Autograph Seeker (uncredited)

Rosella Towne as Autograph Seeker (uncredited)

Joan Valerie as Autograph Seeker (uncredited)

Patricia Walthall as Autograph Seeker (uncredited)