"On the eve of World War II, a British officer revisits Waterloo Bridge and recalls the young man he was at the beginning of World War I and the young ballerina he met just before he left for the front."
Vivien Leigh
as Myra
Robert Taylor
as Roy Cronin
Lucile Watson
as Lady Margaret Cronin
Virginia Field
as Kitty
Maria Ouspenskaya
as Madame Olga Kirowa
C. Aubrey Smith
as The Duke
Janet Shaw
as Maureen
Janet Waldo
as Elsa
Steffi Duna
as Lydia
Virginia Carroll
as Sylvia
Leda Nicova
as Marie
Florence Baker
as Beatrice
Margery Manning
as Mary
Frances MacInerney
as Violet
Eleanor Stewart
as Grace
Lowden Adams
as The Duke's Butler (uncredited)
Harry Allen
as Taxi Driver (uncredited)
Jimmy Aubrey
as Cockney in Air-Raid Shelter (uncredited)
Phyllis Barry
as Second Girl at Estate Dance (uncredited)
Colin Campbell
as Groom (uncredited)
James Carlisle
as Party Guest (uncredited)
Rita Carlyle
as Flower Woman on Bridge (uncredited)
Leo G. Carroll
as Policeman (uncredited)
David Cavendish
as Generous Man at Estate Dance (uncredited)
David Clyde
as Barnes - Cronin's Butler (uncredited)
Kathryn Collier
as Barmaid (uncredited)
Tom Conway
as (voice) (uncredited)
Frank Dawson
as Vicar's Butler (uncredited)
Connie Emerald
as Waitress at Restaurant (uncredited)
Gilbert Emery
as Colonel at Luncheon (uncredited)
Herbert Evans
as Commissionaire (uncredited)
Maria Genardi
as Dancers' Italian Mother (uncredited)
Dick Gordon
Douglas Gordon
Denis Greene
as Sergeant on Bridge (uncredited)
Ethel Griffies
as Mrs. Clark - Landlady (uncredited)
Bobby Hale
Winifred Harris
as Dowager at Estate Dance (uncredited)
Halliwell Hobbes
as Vicar at St. Matthews (uncredited)
Harold Howard
as Ticket Collector at Waterloo Station (uncredited)
Charles Irwin
as Candlelight Club Announcer (uncredited)
Bill James
as Sergeant (uncredited)
George Kirby
as Waiter (uncredited)
Walter Lawrence
as Club Patron (uncredited)
Eric Lonsdale
as Soldier at Waterloo Station (uncredited)
Wilfred Lucas
as Elderly Huntsman at Estate Dance (uncredited)
Dan Maxwell
James May
Florine McKinney
as Viola - First Girl at Estate Dance (uncredited)
Charles McNaughton
as Mack the Waiter (uncredited)
Frank Mitchell
as Father (uncredited)
Edmund Mortimer
Leonard Mudie
as Thomas Parker - Roy's Driver (uncredited)
Judith Nelles
as Gertrude - Tart at Waterloo Station (uncredited)
Gordon Orbell
as Newsboy (uncredited)
Tempe Pigott
John Power
as Toff's Companion (uncredited)
Elsie Prescott
Jean Prescott
as Third Girl at Estate Dance (uncredited)
Clara Reid
as Mrs. Bassett - Estate Dance (uncredited)
Fred Sassoni
Paul Scardon
as Backdoor Stage Doorman (uncredited)
John Graham Spacey
as British Officer at Luncheon Table (uncredited)
Wyndham Standing
as Toff (uncredited)
Harry Stubbs
as Proprietor of Eating House (uncredited)
William Tetley
as Boy Opening Taxi Door (uncredited)
Cyril Thornton
David Thursby
as First Cockney in Air-Raid Shelter (uncredited)
Norma Varden
as Hostess at Restaurant (uncredited)
Martha Wentworth
as Tart on Bridge at the End (uncredited)
Eric Wilton
as Head Waiter at Candlelight Club (uncredited)
Robert Winkler
as Boy Delivering Flowers (uncredited)
Douglas Wood
as Vicar at Estate Dance (uncredited)
Mervyn LeRoy
Director
S. N. Behrman
Screenplay
Hans Rameau
George Froeschel
Robert E. Sherwood
Theatre Play
Sidney Franklin
Producer
Herbert Stothart
Original Music Composer
George Boemler
Editor
Cedric Gibbons
Art Direction
Adrian
Costume Design
Gile Steele
Joseph Ruttenberg
Director of Photography
Edwin B. Willis
Set Decoration
Irene
Douglas Shearer
Sound Director