Miriam Hopkins
Becky Sharp
Frances Dee
Amelia Sedley
Cedric Hardwicke
Marquis of Steyne
Billie Burke
Lady Bareacres
Alison Skipworth
Miss Crawley
Nigel Bruce
Joseph Sedley
Alan Mowbray
Rawdon Crawley
G.P. Huntley
George Osborne
William Stack
Pitt Crawley
George Hassell
Sir Pitt Crawley
William Faversham
Duke of Wellington
Charles Richman
Gen. Tufto
Doris Lloyd
Duchess of Richmond
Colin Tapley
William Dobbin
Leonard Mudie
Tarquin
May Beatty
Briggs
Charles Coleman
Bowles
Bunny Beatty
Lady Blanche
Finis Barton
Miss Flowery
Olaf Hytten
The Prince Regent
Pauline Garon
Fifine
Jimmy Robinson
Sedley's Page
Elspeth Dudgeon
Miss Pinkerton
Tempe Pigott
The Charwoman
Ottola Nesmith
Lady Jane Crawley
Joan Arnold
Girl (uncredited)
Billie Bellport
Girl (uncredited)
Mrs. Leslie Carter
Woman (uncredited)
Will Geer
Spectator (uncredited)
Gaston Glass
British Officer (uncredited)
Creighton Hale
British Officer (uncredited)
Keith Hitchcock
British Officer (uncredited)
Viola Moore
Laura (uncredited)
Pat Nixon
Ballroom Dancer (uncredited)
C. Montague Shaw
British Nobleman (uncredited)
Pat Somerset
British Officer (uncredited)
John Warburton
Beau Brummel (uncredited)
Madeline Wilson
Girl (uncredited)