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)