Jessie Matthews as Susie Dean

Edmund Gwenn as Jess Oakroyd

John Gielgud as Inigo Jollifant

Mary Glynne as Miss Elizabeth Trant

Percy Parsons as Morton Mitcham

A.W. Baskcomb as Jimmy Nunn

Florence Gregson as Mrs. Oakroyd

Frank Pettingell as Sam Oglethorpe

Laurence Hanray as Mr. James Tarvin

Annie Esmond as Mrs. James Tarvin

George Zucco as Fauntley

Harold Meade as Solicitor

Finlay Currie as Monte Mortimer

Jack Hawkins as Albert

Max Miller as Millbrau

Ivor Barnard as Eric Tipstead

Olive Sloane as Effie

George Spence as Theatre Audience (uncredited)