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Paulette Goddard as Kitty |
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Ray Milland as Sir Hugh Marcy |
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Patric Knowles as Brett Harwood Earl of Carstairs |
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Reginald Owen as Duke of Malmunster |
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Cecil Kellaway as Thomas Gainsborough |
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Constance Collier as Lady Susan Dowitt |
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Dennis Hoey as Jonathan Selby |
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Sara Allgood as Old Meg |
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Eric Blore as Dobson |
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Gordon Richards as Sir Joshua Reynolds |
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Michael Dyne as Prince of Wales |
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Edgar Norton as Earl of Campton |
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Patricia Cameron as Elaine Carlisle |
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Percival Vivian as Dr. Holt |
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Mary Gordon as Nanny |
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Anita Sharp-Bolster as Mullens |
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Heather Wilde as Lil |
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Charles Coleman as Majordomo |
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Mae Clarke as Molly |
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Phyllis Adair as Young Girl (uncredited) |
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Norman Ainsley as Baker Hawker (uncredited) |
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Sylvia Andrew as Flower Hawker (uncredited) |
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Gordon Arnold as Duke's Footman (uncredited) |
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Jimmy Aubrey as Cockney Cart Driver (uncredited) |
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Sybil Bacon as Magic Lantern Woman (uncredited) |
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Frank Baker as Assistant Faro Banker (uncredited) |
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Phyllis Barry as Guest (uncredited) |
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Guy Bellis as Faro Banker (uncredited) |
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Wilson Benge as Bellow and Bucker Mender (uncredited) |
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Florence Benson as Broom Hawker (uncredited) |
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Frank Benson as Vinegar Hawker (uncredited) |
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Dodo Bernard as Taffy Tarts Peddler (uncredited) |
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Matthew Boulton as Solicitor (uncredited) |
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George Broughton as Spoon and Larding Pin Hawker (uncredited) |
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David Cavendish as Head Faro Banker (uncredited) |
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Sanders Clark as Guest (uncredited) |
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Ann Codee as Madame Aurelie (uncredited) |
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Sherlee Collier as English Child (uncredited) |
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Edward Cooper as Sir Herbert Harbord (uncredited) |
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Robert Cory as Lantern Merchant / Hazard Banker / Watchman (uncredited) |
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Alec Craig as McNab (uncredited) |
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Anne Curson as Duchess of Gloucester (uncredited) |
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Lew Davis as Fish Hawker (uncredited) |
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Harold de Becker Jr. as English Child (uncredited) |
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John Deauville as Earl of Barrymore (uncredited) |
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Cyril Delevanti as All Hot Hawker (uncredited) |
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Leslie Denison as Mr. Sheridan (uncredited) |
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Donald Dewar as English Child (uncredited) |
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Billy Evans as Rabbit Skin Hawker (uncredited) |
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Herbert Evans as Footman (uncredited) |
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Pamela Ewing as Flower Girl (uncredited) |
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Betty Fairfax as Fish Hawker (uncredited) |
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Al Ferguson as Footman (uncredited) |
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Fred Fox as Rat-Killer Hawker (uncredited) |
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Gibson Gowland as Prison Guard (uncredited) |
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Helena Grant as Selby Housekeeper (uncredited) |
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Marie Grosscup as Specialty Dancer (uncredited) |
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Frank Hagney as Stevedore (uncredited) |
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Bobby Hale as Hawker with Donkey (uncredited) |
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Stuart Hall as Guest (uncredited) |
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Ethyl May Halls as Cockney Woman (uncredited) |
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Delphine Harding as English Child (uncredited) |
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Ivo Henderson as Guest (uncredited) |
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Ernest Hilliard as Assistant Hazard Banker (uncredited) |
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Leyland Hodgson as Passerby (uncredited) |
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Anne Howard as Asses Milkmaid (uncredited) |
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T. Arthur Hughes as Fish Hawker (uncredited) |
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Lilyan Irene as Apple Hawker (uncredited) |
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Boyd Irwin as Passerby (uncredited) |
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Charles Irwin as Barrows (uncredited) |
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Tiny Jones as Fish and Chips Woman (uncredited) |
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Colin Kenny as Mr. Thickness (uncredited) |
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Crauford Kent as Sir Joshua's Friend (uncredited) |
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George Kirby as Solicitor (uncredited) |
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Sidney Lawford as Sir Geoffrey Tennant (uncredited) |
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Doris Lloyd as Fish Hawker (uncredited) |
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Mary MacLaren as Maid to Duke Malmunster (uncredited) |
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Stanley Mann as Knife-Sharpener Hawker (uncredited) |
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Audrey Manners as Flower Girl (uncredited) |
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Anthony Marsh as Cripplegate (uncredited) |
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Tom McGuire as Vegetable Hawker (uncredited) |
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Mary McLeod as Mrs. Sheridan (uncredited) |
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John Meredith as Guest (uncredited) |
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Viola Moore as Guest (uncredited) |
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Arthur Mulliner as Assistant Faro Banker (uncredited) |
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Doreen Munroe as Fresh Salad Hawker (uncredited) |
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Miriam Nelson as Girl with St. Leger (uncredited) |
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William H. O'Brien as Coach Footman (uncredited) |
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Tempe Pigott as Woman in Window (uncredited) |
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Hilda Plowright as Mrs. Thickness (uncredited) |
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Byron Poindexter as Colonel St. Leger (uncredited) |
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Harry 'Snub' Pollard as Hugh's Rental Coachman (uncredited) |
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Reed Porter as Rupert (uncredited) |
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John Power as Cockney Cart Driver / Ink Hawker (uncredited) |
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Elsie Prescott as Baked Apple Hawker (uncredited) |
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Jean Prescott as English Woman with Children (uncredited) |
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Jean Ransome as Maid to Duke Malmunster (uncredited) |
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Jack Raymond as Fish Hawker (uncredited) |
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Marie Reeves as Fish Hawker (uncredited) |
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Clara Reid as Midwife (uncredited) |
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John Rice as Cockney Cart Driver (uncredited) |
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Byron Ruggles as Duke's Footman (uncredited) |
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Nancy Russell as Young Girl (uncredited) |
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Perseus Ruth as Milkmaid (uncredited) |
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Paul Scardon as Undertaker (uncredited) |
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Charles Schrader as Groom of Chambers (uncredited) |
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Allen Schute as Guest (uncredited) |
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Violet Seton as Flower Hawker (uncredited) |
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Douglas Spencer as Guest (uncredited) |
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Ruth St. Denis as Duchess (uncredited) |
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Robert R. Stephenson as Stevedore (uncredited) |
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Doris Stone as Guest (uncredited) |
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Lucy Storm as Flower Girl (uncredited) |
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Evan Thomas as Chaplain (uncredited) |
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David Thursby as Gingerbread Hawker (uncredited) |
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Victor Travis as Duke's Best Man (uncredited) |
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Douglas Walton as Philip (uncredited) |
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Kitty Watson as Singing Flower Hawker (uncredited) |
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Audrey Westphal as Girl with Barrymore (uncredited) |
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Sybil Williams as Magic Lantern Woman (uncredited) |
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Eric Wilton as Cockney Man (uncredited) |
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Florence Wix as Guest (uncredited) |
| Directing | Mitchell Leisen | Director |
| Writing | Karl Tunberg | Writer |
| Writing | Darrell Ware | Writer |
| Writing | Rosamond Marshall | Novel |
| Sound | Victor Young | Original Music Composer |
| Camera | Daniel L. Fapp | Director of Photography |
| Editing | Alma Macrorie | Editor |
| Production | Mitchell Leisen | Producer |
| Art | Raoul Pene Du Bois | Production Design |
| Costume & Make-Up | Raoul Pene Du Bois | Costume Design |
| Production | Darrell Ware | Associate Producer |
| Production | Karl Tunberg | Associate Producer |
| Art | Walter H. Tyler | Art Direction |
| Crew | Hilda Grenier | Technical Advisor |
| Art | Hans Dreier | Art Direction |
| Art | Sam Comer | Set Decoration |
| Art | Ray Moyer | Set Decoration |
| Costume & Make-Up | Wally Westmore | Makeup Supervisor |
| Costume & Make-Up | Leonora Sabine | Hair Supervisor |
| Production | Ed Ralph | Unit Manager |
| Directing | John R. Coonan | Assistant Director |
| Directing | Tex Harris | Second Assistant Director |
| Directing | Marty Santell | Second Assistant Director |
| Art | Charles Gemora | Painter |
| Art | T. Johnston | Props |
| Art | Geza Kende | Painter |
| Sound | Don Johnson | Sound |
| Sound | Don McKay | Sound |
| Visual Effects | Farciot Edouart | Visual Effects |
| Visual Effects | Gordon Jennings | Visual Effects |
| Visual Effects | Jan Domela | Matte Painter |
| Visual Effects | Loyal Griggs | Visual Effects |
| Visual Effects | Paul K. Lerpae | Visual Effects |
| Visual Effects | Irmin Roberts | Visual Effects |
| Camera | Haskell B. Boggs | Camera Operator |
| Camera | Earl Crowley | Still Photographer |
| Costume & Make-Up | Barbara Karinska | Costume Design |
| Costume & Make-Up | John A. Anderson | Wardrobe Master |
| Costume & Make-Up | Edna Shotwell | Wardrobe Master |
| Production | Sidney Street | Location Manager |
| Sound | Sidney Cutner | Orchestrator |
| Sound | Robert Franklyn | Orchestrator |
| Sound | George Parrish | Orchestrator |
| Sound | Leo Shuken | Orchestrator |
| Sound | Philip Wisdom | Music |
| Crew | Constance Collier | Dialogue Coach |
| Crew | Phyllis Loughton | Dialogue Coach |
| Production | Gladys Percey | Researcher |
| Production | Elvira Smith | Research Assistant |
| Crew | Heather Thatcher | Dialect Coach |
| Crew | Connie Emerald | Dialect Coach |
| Production | Ken Whitmore | Publicist |
| Crew | Billy Daniel | Choreographer |
| Crew | Daniel Dare | Choreographer |
| Crew | Al Mann | Choreographer |
