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| Gary Cooper | Peter Ibbetson |
| Ann Harding | Mary, Duchess of Towers |
| John Halliday | The Duke of Towers |
| Ida Lupino | Agnes |
| Douglass Dumbrille | Colonel Forsythe |
| Virginia Weidler | Mimsey |
| Dickie Moore | Gogo |
| Doris Lloyd | Mrs. Dorian |
| Gilbert Emery | Wilkins |
| Donald Meek | Mr. Slade |
| Christian Rub | Major Duquesnois |
| Elsa Buchanan | Madame Pasquier |
When his mother dies, young Peter Ibbetson leaves Paris and his best friend, Mary, behind to live with a severe uncle in England. Years later, Peter is an architect with little time for women, until he begins a project with the Duke and Duchess of Towers . When Peter and the duchess become great friends, she reveals that she is Mary -- but the duke soon suspects his wife of infidelity and challenges Peter to a duel, threatening the pair's second chance.
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