Errol Flynn as Miles Hendon

Claude Rains as Earl of Hertford

Henry Stephenson as Duke of Norfolk

Barton MacLane as John Canty

Billy Mauch as Tom Canty

Robert J. Mauch as Prince Edward

Alan Hale as Captain of the Guard

Eric Portman as First Lord

Lionel Pape as Second Lord

Leonard Willey as Third Lord

Murray Kinnell as Hugo

Halliwell Hobbes as Archbishop

Phyllis Barry as Barmaid

Ivan F. Simpson as Clemens

Montagu Love as Henry VIII

Fritz Leiber as Father Andrew

Elspeth Dudgeon as Grandmother Canty

Mary Field as Mrs. Canty

Forrester Harvey as Meaty Man

Joan Valerie as Lady Jane Seymour

Lester Matthews as St. John

Robert Adair as First Guard

Harry Cording as Second Guard

Robert Warwick as Lord Warwick

Rex Evans as Rich Man

Holmes Herbert as First Doctor

Ian Maclaren as Second Doctor

Anne Howard as Lady Jane Grey

Gwendolyn Jones as Lady Elizabeth

Lionel Braham as Ruffler

Harry Beresford as The Watch

Lionel Belmore as Innkeeper

Ian Wolfe as Proprietor

William Ripley Dorr as Choir (as St. Luke's Choristers)

John George as Beggar

Eric Snowden as Cockney