Peter O'Toole

Arthur Chipping

Petula Clark

Katherine Bridges

Michael Redgrave

The Headmaster

George Baker

Lord Sutterwick

Siân Phillips

Ursula Mossbank

Michael Bryant

Max Staefel

Jack Hedley

William Baxter

Alison Leggatt

Headmaster's Wife

Jenny Runacre

Clinton Greyn

Bill Calbury

Barbara Couper

Mrs. Paunceforth

Michael Culver

Johnny Longbridge

Clive Morton

General Paunceforth

Ronnie Stevens

Algie

Mario Maranzana

Pompeii Guide

John Gugolka

Sutterwick Jr.

Tom Owen

Farley

Roy Beck

Schoolboy (uncredited)

Gillian Blake

Girl at Party (uncredited)

Nicholas Frankau

Tardy Student (uncredited)

Gary Graham

Schoolboy (uncredited)

Elspet Gray

Lady Sutterwick (uncredited)

Patricia Hayes

Miss Honeybun (uncredited)

Barbara Knox

Dancer (uncredited)

Jeremy Lloyd

Johnson (uncredited)

Jack May

Price (uncredited)

John Moulder-Brown

Gresham (uncredited)

Robert Rietti

Jenkins (voice) (uncredited)

Sheila Steafel

Tilly (uncredited)

Royston Tickner

Policeman (uncredited)

Richard Vernon

Chairman of the Board of Governors (uncredited)