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

Elspeth March

Mrs. Summerswaithe

Clive Morton

General Paunceforth

Ronnie Stevens

Algie

Mario Maranzana

Pompeii Guide

John Gugolka

Sutterwick Jr.

Michael Ridgeway

David

Tom Owen

Farley

Michael Audreson

Schoolboy (uncredited)

Julian Barnes

Schoolboy (uncredited)

Pierre Bedenes

Schoolboy (singing voice) (uncredited)

Gillian Blake

Girl at Party (uncredited)

Leo Britt

Elder Master (uncredited)

Nicholas Frankau

Tardy Student (uncredited)

Gary Graham

Schoolboy (uncredited)

Elspet Gray

Lady Sutterwick (uncredited)

Patricia Hayes

Miss Honeybun (uncredited)

Mark Danvers Heron

Schoolboy (uncredited)

Barbara Knox

Dancer (uncredited)

Lawrence Lambert

Schoolboy (uncredited)

Jeremy Lloyd

Johnson (uncredited)

Craig Marriott

Schoolboy (uncredited)

Jack May

Price (uncredited)

John Moulder-Brown

Gresham (uncredited)

James Payne

Man in Theatre (uncredited)

Jeremy Ranchev

Schoolboy (uncredited)

Stephen Reed

Schoolboy (uncredited)

Robert Rietti

Jenkins (voice) (uncredited)

Sheila Steafel

Tilly (uncredited)

Royston Tickner

Policeman (uncredited)

Richard Vernon

Chairman of the Board of Governors (uncredited)

Raymond Ward

Schoolboy (uncredited)

Robert Wisepart

Head Boy (uncredited)

Terence Rattigan

Screenplay

James Hilton

Novel

Herbert Ross

Director

John Williams

Original Music Composer

Dennis Hall

Production Manager

J.B. Smith

Sound Mixer

Jimmy Turrell

Camera Operator

David Lindup

Orchestrator

Eamonn Duffy

Second Unit First Assistant Director

Brian Hickin

Foley Editor

Rita Davison

Continuity

A.W. Watkins

Recording Supervision

Frank Wardale

Gaffer

John Streeter

Sound Recordist

Peter Perkins

Production Assistant

John Bramall

Sound Recordist

Van Allen James

Sound Editor

Jack Clegg

Sound Engineer

Gordon Langford

Orchestrator

Dennis Fraser

Grip

Michael R. Sloan

Assistant Editor

Dominic Fulford

Assistant Director

Dusty Symonds

Second Assistant Director

Gary White

Third Assistant Director

Nora Kaye

Production Assistant

Colin Jamison

Assistant Hairdresser

Brian West

Second Unit Director of Photography

Kenneth Atherfold

Grip

John Williams

Conductor

Jan Jamison

Assistant Hairdresser

Robert Willoughby

Still Photographer

John Williams

Music Supervisor

George Blackler

Makeup Supervisor

David W. Orton

Production Supervisor

Betty Adamson

Wardrobe Supervisor

William Saracino

Music Editor

Norma Garment

Production Secretary

Bill Lodge

Makeup Designer

Ivy Emmerton

Hairdresser

Bob Howard

Second Assistant Director

Charles Torbett

Property Master

John Poyner

Sound Editor

John Grover

Assistant Editor

Ian Fraser

Music Supervision Assistant

Alexander De Grunwald

Production Assistant

Dickie Bamber

Second Unit First Assistant Director

Leslie Bricusse

Songs

Arthur P. Jacobs

Producer

Julie Harris

Costume Design

Oswald Morris

Director of Photography

Ken Adam

Production Design

Mort Abrahams

Associate Producer

Ralph Kemplen

Editor

Maurice Fowler

Art Direction

Irene Howard

Casting

Reg Bream

Draughtsman

Mickey Lennon

Assistant Property Master