Diana Wynyard as Jane Marryot

Clive Brook as Robert Marryot

Una O'Connor as Ellen Bridges

Herbert Mundin as Alfred Bridges

Beryl Mercer as Cook

Irene Browne as Margaret Harris

Tempe Pigott as Mrs. Snapper

Merle Tottenham as Annie

Frank Lawton as Joe Marryot

Ursula Jeans as Fanny Bridges

Margaret Lindsay as Edith Harris

John Warburton as Edward Marryot

Billy Bevan as George Grainger

Dickie Henderson as Master Edwards

Douglas Scott as Master Joey

Bonita Granville as Young Fanny

Betty Grable as Girl on Couch

Desmond Roberts as Ronnie James

Harry Allen as Busker (uncredited)

Frank Atkinson as Uncle Dick (uncredited)

Lionel Belmore as Uncle George (uncredited)

Ted Billings as Newspaper Peddler (uncredited)

Adele Crane as Ada (uncredited)

Nancy Crowley as Little Girl (uncredited)

Howard Davies as Agitator (uncredited)

Kay Deslys as Barmaid (uncredited)

Mary Forbes as Duchess of Churt (uncredited)

Betty Grable as Blonde Girl on Couch (uncredited)

Dannie Mac Grant as Boy (uncredited)

Lawrence Grant as Man at Microphone (uncredited)

Stuart Hall as Lieutenant Edgar (uncredited)

Winter Hall as Minister on the Pulpit (uncredited)

Brandon Hurst as Gilbert & Sullivan Actor (uncredited)

Claude King as Speaker (uncredited)

Bruce Line as Boy Scout (uncredited)

Eric Mayne as Doctor on Street (uncredited)

Wilfrid North as Man Talking to Colonel (uncredited)

Helen Parrish as Screaming Girl (uncredited)

Robert Parrish as Boy Scout (uncredited)

Richard Quine as Undetermined Secondary Role (uncredited)

Tom Ricketts as Waiter (uncredited)

John Rogers as Busker (uncredited)

Ann Shaw as Mirabelle (uncredited)

C. Montague Shaw as Major Domo (uncredited)

Yorke Sherwood as Cabby (uncredited)

Pat Somerset as Ringsider (uncredited)

Will Stanton as Tommy Jolly (uncredited)

Mary Stewart as Dancer/Singer (uncredited)

Gelal Talata as Recruiting Girl Singer (uncredited)

David Torrence as Man at Disarmament Conference (uncredited)

Douglas Walton as Soldier Friend of Joe (uncredited)

Marguerite Warner as Recruiting Girl Singer (uncredited)

Eric Wilton as Robert the Butler (uncredited)

Stuart Hall as Lieutenant Edgar (uncredited)

Patrick MacGill as