Roland Young

as Reggie Buckley Candysshe - Marquis of Buckminster

George Grossmith

as Birdie Wroxbury - Earl of Stokeshire

John Loder

as John Hopkins aka Bimbo

Wendy Barrie

as Lady Mary Rose Wroxbury

Joan Gardner

as Lady Rose Mary Wroxbury

Merle Oberon

as Miss Hutchinson

Lady Tree

as Mrs. Susan Roxbury - Countess of Stokeshire

Kate Cutler

as Dowager Marchioness of Buckminster

Maurice Evans

as George Thompson aka Tootles

Morton Selten

as Major Harry Wroxbury

Edmund Breon

as Lord Fleet

Laurence Hanray

as News editor

Diana Napier

as Mrs. Dryden

Rodolfo Mele

as The cabaret singer

Henry B. Longhurst

Vi Stevens

Elsie Waters