Leslie Howard as Henry Higgins

Wendy Hiller as Eliza Doolittle

Wilfrid Lawson as Alfred Doolittle

Marie Lohr as Mrs. Higgins

Scott Sunderland as Colonel George Pickering

Jean Cadell as Mrs. Pearce

David Tree as Freddy Eynsford-Hill

Everley Gregg as Mrs. Eynsford-Hill

Leueen MacGrath as Clara Eynsford-Hill

Esme Percy as Count Aristid Karpathy

Violet Vanbrugh as Ambassadress

Irene Browne as Duchess

Kate Cutler as Grand Old Lady

O.B. Clarence as Mr. Birchwood

Ivor Barnard as Sarcastic Bystander

Cecil Trouncer as First Policeman

Iris Hoey as Ysabel

Viola Tree as Perfide

Cathleen Nesbitt as A Lady

Wally Patch as First Bystander

H.F. Maltby as Second Bystander

George Mozart as Third Bystander

Stephen Murray as Second Policeman

Eileen Beldon as Mrs. Higgin's Parlourmaid

Frank Atkinson as Taxi-Driver

Anthony Quayle as Eliza's Hairdresser (uncredited)

Leo Genn as Prince (uncredited)

Moyna MacGill as Woman Bystander (uncredited)

Patrick Macnee as Extra (uncredited)