Merle Oberon as Leslie Steele / Lady Claire Mere

Laurence Olivier as Everard Logan

Binnie Barnes as Lady Claire Mere

Ralph Richardson as Lord Mere

Morton Selten as Lord Steele

J.H. Roberts as Slade

Gertrude Musgrove as Saunders, the Maid

Gus McNaughton as Room Service Waiter

H.B. Hallam as Jefferies, the Butler

Eileen Peel as Mrs. Johnson

Eva Moore as Lady

Michael Rennie as Minor Role (uncredited)

Patricia Roc as Minor Role (uncredited)

Heather Wilde as Lady Mere's New Maid (uncredited)