"In the 1810s, an old maid poses as her own niece in order to teach her onetime beau a lesson."
Katharine Hepburn
as Phoebe Throssel
Franchot Tone
as Dr. Valentine Brown
Eric Blore
as Recruiting Sergeant
Fay Bainter
as Susan Throssel
Cora Witherspoon
as Patty
Estelle Winwood
as Mary Willoughby
Joan Fontaine
as Charlotte Parratt
William Bakewell
as Lieutenant Spicer
Bonita Granville
as Isabella
Sherwood Bailey
as William Smith
Helena Grant
as Fanny Willoughby
Florence Lake
as Henrietta Turnbull
Clifford Severn
as Arthur
Roland Varno
as Ens. Blades
Yorke Sherwood
as Postman
Carmencita Johnson
as Student
Payne B. Johnson
Lydia McKim
Darwood Kaye
George Stevens
Director
Mortimer Offner
Screenplay
Allan Scott
Mel Berns
Makeup Artist
Pandro S. Berman
Producer
Hermes Pan
Choreographer
Walter Plunkett
Costume Design
Hilda Grenier
Technical Advisor
J.M. Barrie
Novel
Clem Portman
Sound Recordist
Jerry Hutchinson
Continuity
Hobe Erwin
Art Direction
Hugh McDowell Jr.
W. Argyle Nelson
Assistant Director
Jack Townley
Additional Writing
Roy Webb
Original Music Composer
Van Nest Polglase
Dave Dreyer
Music Director
Robert De Grasse
Director of Photography
Lester Cohen
Elizabeth McGaffey
Researcher
Maurice De Packh
Orchestrator
Henry Berman
Editor
George D. Ellis
John E. Tribby
Set Dresser
Darrell Silvera
