- Cary Grant as C.K. Dexter Haven
- Katharine Hepburn as Tracy Samantha Lord
- James Stewart as Macaulay "Mike" Connor
- Ruth Hussey as Elizabeth "Liz" Imbrie
- John Howard as George Kittredge
- Roland Young as William Q. Tracy (Uncle Willie)
- John Halliday as Seth Lord
- Mary Nash as Margaret Lord
- Virginia Weidler as Dinah Lord
- Henry Daniell as Sidney Kidd
- Lionel Pape as Edward, a footman
- Rex Evans as Thomas, the butler
- David Clyde as Mac, the night watchman (uncredited)
- Hilda Plowright as the Librarian (uncredited)
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