Katharine Hepburn as Ann Hamilton

Robert Taylor as Alan Garroway

Robert Mitchum as Michael Garroway

Edmund Gwenn as Professor Hamilton

Marjorie Main as Lucy

Jayne Meadows as Sylvia Burton

Clinton Sundberg as Mr. Warmsley

Dan Tobin as Joseph Bangs

Kathryn Card as Mrs. Foster

Leigh Whipper as George

Charles Trowbridge as Justice Putnam

James Westerfield as Henry Gilson

Billy McClain as Uncle Ben

Don Anderson as Warmsley's Assistant (uncredited)

Monya Andre as Saleswoman (uncredited)

Sylvia Andrew as Nora (uncredited)

William Bailey as Party Guest (uncredited)

Edward Biby as Man in Hotel Lobby (uncredited)

Barbara Billingsley as Party Guest (uncredited)

Betty Blythe as Saleslady (uncredited)

James Carlisle as Party Guest (uncredited)

Bill Cartledge as Flower Delivery Man (uncredited)

David Cavendish as Party Guest (uncredited)

Wheaton Chambers as Bookstore Proprietor (uncredited)

Naomi Childers as Party Guest (uncredited)

Dorothy Christy as Gossip in Hotel Lobby (uncredited)

James Conaty as Restaurant Patron (uncredited)

Oliver Cross as Party Guest (uncredited)

Phil Dunham as Elevator Operator (uncredited)

Helen Eby-Rock as Fitter (uncredited)

William Eddritt as Butler (uncredited)

Sarah Edwards as Cora (uncredited)

Ella Ethridge as Party Guest (uncredited)

Bess Flowers as Julia Donnegan (uncredited)

Florence Fair as Guest (uncredited)

Jane Green as Elevator Passenger (uncredited)

Eula Guy as Housekeeper (uncredited)

Dell Henderson as Party Guest (uncredited)

Ernest Hilliard as Party Guest (uncredited)

Hazel Keener as Party Guest (uncredited)

Kenner G. Kemp as Restaurant Patron (uncredited)

Daniel Kerry as Elevator Operator (uncredited)

Milton Kibbee as Minister (uncredited)

Sydney Logan as Model (uncredited)

Frank Mayo as Restaurant Patron (uncredited)

Forbes Murray as Senator Pelli (uncredited)

William H. O'Brien as Waiter (uncredited)

Robert Emmett O'Connor as Stationmaster (uncredited)

Rudy Rama as Headwaiter (uncredited)

Gordon Richards as Headwaiter (uncredited)

Ellen Ross as Gwen (uncredited)

Hank Worden as Telegram Delivery Man (uncredited)

Frank Leigh as Party Guest (uncredited)

Harold Miller as Party Guest (uncredited)

Bert Moorhouse as Party Guest (uncredited)

Clive Morgan as Party Guest (uncredited)

Reginald Simpson as Party Guest (uncredited)

Joan Thorsen as Party Guest (uncredited)

Laura Treadwell as Party Guest (uncredited)

Suzanne Ridgway as