Miriam Hopkins as Ann Williams

Gertrude Lawrence as Barbara Halson

Sebastian Shaw as Edmund Davey

Rex Harrison as Tommy Stapleton

A.E. Matthews as Frederick Skeates

Val Gielgud as The Producer

Laura Smithson as Katherine

Lawrence Grossmith as Stanley

Sybil Grove as Painter

Winifred Willard as Mrs. Williams

Wally Patch as Gallery Attendant

Noël Coward as Passer-by (uncredited)

Rosamund Greenwood as Pianist (uncredited)

James Harcourt as Porter (uncredited)

Noel Howlett as Cashier (uncredited)