Claudette Colbert as Cleopatra

Warren William as Julius Caesar

Henry Wilcoxon as Marc Antony

Joseph Schildkraut as King Herod

Ian Keith as Octavian

Gertrude Michael as Calpurnia

C. Aubrey Smith as Enobarbus

Irving Pichel as Apollodorus

Arthur Hohl as Brutus

Edwin Maxwell as Casca

Ian Maclaren as Cassius

Eleanor Phelps as Charmion

Leonard Mudie as Pothinos

Grace Durkin as Iras

Ferdinand Gottschalk as Glabrio (scenes deleted)

Claudia Dell as Octavia

Harry Beresford as Soothsayer

Jayne Regan as Lady Vesta

William Farnum as Lepidus

Lionel Belmore as Fidius

Florence Roberts as Lady Flora

Richard Alexander as General Philodemas

Celia Ryland as Lady Leda

William V. Mong as Court Physician

Robert Warwick as General Achillas

George Walsh as Courier

Kenneth Gibson as Scribe

Wedgwood Nowell as Scribe

Bruce Warren as Scribe

Robert Seiter as Aelius

Edgar Dearing as Convict

John Carradine as Roman Citizen/Party Guest/Soldier (uncredited) (voice)

Wilfred Lucas as Roman Greeting Antony (uncredited)

David Niven as Slave (uncredited)

Olga Celeste as Slave Girl (uncredited)

Ynez Seabury as Undetermined Role (uncredited)

Victor Alexander as Cleopatra's Retinue (uncredited)

Jimmy Aye as Slave (uncredited)

Zita Baca as Handmaiden (uncredited)

Joe Bacon as Fan Bearer (uncredited)

Lucille Battle as Dancer / Slave Girl (uncredited)

Leon Beaumon as Egyptian Guard (uncredited)

Martin Beaumon as Egyptian (uncredited)

Carmelita Black as Dancer / Slave Girl (uncredited)

Carlyle Blackwell Jr. as Undetermined Role (uncredited)

Marjorie Bonner as Roman Girl (uncredited)

Mildred Boyd as Dancer / Slave Girl (uncredited)

Everett Brown as Cleopatra's Bodyguard (uncredited)

Lenora Brown as Dancer / Slave Girl (uncredited)

George Bruggeman as Slave (uncredited)

Daisy Bufford as Dancer / Slave Girl (uncredited)

Edmund Burns as Roman (uncredited)

Horace B. Carpenter as Roman (uncredited)

Jack Clisby as Cleopatra's Retinue / Swimmer (uncredited)

Bobbe Cronin as Girl (uncredited)

Mae Digges as Dancer / Slave Girl (uncredited)

Elias English as Fan Bearer (uncredited)

Tom Farrell as Cleopatra's Retinue (uncredited)

Myrtle Fortune as Dancer / Slave Girl (uncredited)

Jerry Frank as Slave (uncredited)

Ruth Givens as Dancer / Slave Girl (uncredited)

Catherine Grayson as Dancer / Slave Girl (uncredited)

Lawrence Green as Cleopatra's Retinue (uncredited)

Bob Hall as Roman Soldier (uncredited)

Edgar Hampton as Canopy Bearer (uncredited)

Neal Hart as Slave (uncredited)

Cleo Herndon as Dancer / Slave Girl (uncredited)

Shep Houghton as Roman Soldier (uncredited)

Patsy Hunter as Dancer / Slave Girl (uncredited)

Julanne Johnston as Undetermined Role (uncredited)

Darby Jones as Fan Bearer (uncredited)

Edmund Jones as Nubian Slave (uncredited)

Lucyle Keeling as Girl (uncredited)

Al Knight as Cleopatra's Retinue (uncredited)

Nicholai Konovaloff as Roman General (uncredited)

Lillian Leighton as Onlooker at Procession (uncredited)

Rosalie Lincoln as Dancer / Slave Girl (uncredited)

Timothy J. Lonergan as Roman General (uncredited)

Mary MacLaren as Roman Woman (uncredited)

Henry Martin as Cleopatra's Retinue (uncredited)

Ray Martin as Bodyguard to Cleopatra (uncredited)

John Merton as Roman Guard (uncredited)

Juanita Moore as Dancer / Slave Girl (uncredited)

Charles Morris as Cicero (uncredited)

Jack Mulhall as Roman Greeting Antony (uncredited)

Jack O'Connor as Cleopatra's Retinue (uncredited)

Ernestine Porter as Dancer / Slave Girl (uncredited)

A.J. Prather as Cleopatra's Retinue (uncredited)

Hal Price as Onlooker at Procession (uncredited)

Harry Raven as Slave (uncredited)

Hazel Reese as Dancer / Slave Girl (uncredited)

Gus Robinson as Cleopatra's Retinue (uncredited)

Louise Robinson as Dancer / Slave Girl (uncredited)

Mrs. Tom Rooney as Undetermined Role (uncredited)

John Roy as Roman Soldier (uncredited)

Jack Rutherford as Drussus (uncredited)

Carl Saxe as Roman Soldier (uncredited)

Rube Schaffer as Undetermined Role (uncredited)

Phillips Smalley as Roman (uncredited)

Ernie Smith as Roman Soldier (uncredited)

Lawrence Stewart as Cleopatra's Retinue / Swimmer (uncredited)

Marjorie Timm as Girl (uncredited)

Alma Travers as Dancer / Slave Girl (uncredited)

Earl Turman as Nubian Guard (uncredited)

Dale Van Sickel as Roman Soldier (uncredited)

Paul Venerable as Canopy Bearer (uncredited)

Colleen Ward as Dancer / Slave Girl (uncredited)

Bryant Washburn Jr. as Undetermined Role (uncredited)

Bryant Washburn as Undetermined Role (uncredited)

Blue Washington as Nubian Guard (uncredited)

Charles Washington as Cleopatra's Retinue (uncredited)

Henry Washington as Fan Bearer (uncredited)

Dorothy White as Dancer (uncredited)

Dot Williams as Dancer / Slave Girl (uncredited)