"The queen of Egypt barges the Nile and flirts with Mark Antony and Julius Caesar."
Claudette Colbert
as Cleopatra
Warren William
as Julius Caesar
Henry Wilcoxon
as Marc Antony
Joseph Schildkraut
as King Herod
Ian Keith
as Octavian
Gertrude Michael
as Calpurnia
C. Aubrey Smith
as Enobarbus
Irving Pichel
as Apollodorus
Arthur Hohl
as Brutus
Edwin Maxwell
as Casca
Ian Maclaren
as Cassius
Eleanor Phelps
as Charmion
Leonard Mudie
as Pothinos
Grace Durkin
as Iras
Ferdinand Gottschalk
as Glabrio (scenes deleted)
Claudia Dell
as Octavia
Harry Beresford
as Soothsayer
Jayne Regan
as Lady Vesta
William Farnum
as Lepidus
Lionel Belmore
as Fidius
Florence Roberts
as Lady Flora
Richard Alexander
as General Philodemas
Celia Ryland
as Lady Leda
William V. Mong
as Court Physician
Robert Warwick
as General Achillas
George Walsh
as Courier
Kenneth Gibson
as Scribe
Wedgwood Nowell
Bruce Warren
Robert Seiter
as Aelius
Edgar Dearing
as Convict
John Carradine
as Roman Citizen/Party Guest/Soldier (uncredited) (voice)
Wilfred Lucas
as Roman Greeting Antony (uncredited)
David Niven
as Slave (uncredited)
Olga Celeste
as Slave Girl (uncredited)
Ynez Seabury
as Undetermined Role (uncredited)
Victor Alexander
as Cleopatra's Retinue (uncredited)
Jimmy Aye
Zita Baca
as Handmaiden (uncredited)
Joe Bacon
as Fan Bearer (uncredited)
Lucille Battle
as Dancer / Slave Girl (uncredited)
Leon Beaumon
as Egyptian Guard (uncredited)
Martin Beaumon
as Egyptian (uncredited)
Carmelita Black
Carlyle Blackwell Jr.
Marjorie Bonner
as Roman Girl (uncredited)
Mildred Boyd
Everett Brown
as Cleopatra's Bodyguard (uncredited)
Lenora Brown
George Bruggeman
Daisy Bufford
Edmund Burns
as Roman (uncredited)
Horace B. Carpenter
Jack Clisby
as Cleopatra's Retinue / Swimmer (uncredited)
Bobbe Cronin
as Girl (uncredited)
Mae Digges
Elias English
Tom Farrell
Myrtle Fortune
Jerry Frank
Ruth Givens
Catherine Grayson
Lawrence Green
Bob Hall
as Roman Soldier (uncredited)
Edgar Hampton
as Canopy Bearer (uncredited)
Neal Hart
Cleo Herndon
Shep Houghton
Patsy Hunter
Julanne Johnston
Darby Jones
Edmund Jones
as Nubian Slave (uncredited)
Lucyle Keeling
Al Knight
Nicholai Konovaloff
as Roman General (uncredited)
Lillian Leighton
as Onlooker at Procession (uncredited)
Rosalie Lincoln
Timothy J. Lonergan
Mary MacLaren
as Roman Woman (uncredited)
Henry Martin
Ray Martin
as Bodyguard to Cleopatra (uncredited)
John Merton
as Roman Guard (uncredited)
Juanita Moore
Charles Morris
as Cicero (uncredited)
Jack Mulhall
Jack O'Connor
Ernestine Porter
A.J. Prather
Hal Price
Harry Raven
Hazel Reese
Gus Robinson
Louise Robinson
Mrs. Tom Rooney
John Roy
Jack Rutherford
as Drussus (uncredited)
Carl Saxe
Rube Schaffer
Phillips Smalley
Ernie Smith
Lawrence Stewart
Marjorie Timm
Alma Travers
Earl Turman
as Nubian Guard (uncredited)
Dale Van Sickel
Paul Venerable
Colleen Ward
Bryant Washburn Jr.
Bryant Washburn
Blue Washington
Charles Washington
Henry Washington
Dorothy White
as Dancer (uncredited)
Dot Williams
Cecil B. DeMille
Producer
Rudolph G. Kopp
Original Music Composer
Director
Victor Milner
Director of Photography
Anne Bauchens
Editor
Billy Gordon
Casting
Roland Anderson
Art Direction
Hans Dreier
Vicky Williams
Costume Design
David MacDonald
Assistant Director
Cullen Tate
Waldemar Young
Screenplay
Vincent Lawrence
Bartlett Cormack
Adaptation
Robert Rhea
Assistant Camera
Ralph Jester
Sculptor
Michael D. Moore
Props
Treg Brown
Sound Effects Editor
Franklin Hansen
Sound Director
Harry Lindgren
Sound Engineer
Barney Wolff
Special Effects
Ray Jones
Still Photographer
William C. Mellor
Camera Operator
Guy Roe
Cliff Shirpser
Cooper Smith
Travis Banton
Nat W. Finston
Music Director
Max Reese
Orchestrator
Milan Roder
Adolph Zukor
Presenter
Gladys Jeans
Stand In
Jeanie Macpherson
Researcher
Gladys Percey
William Cameron Menzies
Other
Eugene Joseff
Additional Music
Emily Barrye
Script Supervisor