A shy British teacher looks back nostalgically at his long career, taking note of the people who touched his life.
Robert Donat
as Charles Edward Chipping aka 'Mr. Chips'
Greer Garson
as Katherine 'Kathy'
Terry Kilburn
as John Colley / Peter Colley I / Peter Colley II / Peter Colley III
John Mills
as Peter Colley as a Young Man
Paul Henreid
as Max Staefel
Judith Furse
as Flora
Lyn Harding
as Dr. John Hamilton Wetherby
Milton Rosmer
as Chatteris
Frederick Leister
as Marsham
Louise Hampton
as Mrs. Wickett
Austin Trevor
as Ralston
David Tree
as Jackson