Michael Caine as Alfie Elkins

Shelley Winters as Ruby

Millicent Martin as Siddie

Julia Foster as Gilda

Jane Asher as Annie

Shirley Anne Field as Carla

Vivien Merchant as Lily Clamacraft

Eleanor Bron as The Doctor

Denholm Elliott as The Abortionist

Alfie Bass as Harry Clamacraft

Graham Stark as Humphrey

Murray Melvin as Nat

Sydney Tafler as Frank

Tony Selby as Lacey

Bryan Marshall as Perce

John Cater as Siddie's Husband

Pauline Boty as Girlfriend

Harry Locke as Foreman

Queenie Watts as Pub singer

Cardew Robinson as Gay Man in Pub

James Payne as Man in Pub Fight (uncredited)