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| Vivien Leigh | Emma Lady Hamilton |
| Laurence Olivier | Lord Horatio Nelson |
| Alan Mowbray | Sir William Hamilton |
| Sara Allgood | Mrs. Cadogan-Lyon |
| Gladys Cooper | Lady Frances Nelson |
| Henry Wilcoxon | Captain Hardy |
| Heather Angel | A Streetgirl |
| Halliwell Hobbs | Rev. Nelson |
| Gilbert Emery | Lord Spencer |
| Miles Mander | Lord Keith |
| Ronald Sinclair | Josiah |
When small-town courtesan Emma Hart suddenly finds herself married to British Ambassador Sir William Hamilton, her little world is turned upside down. Just as Emma is finally settling into her new life as the eponymous Lady Hamilton, she meets British naval hero Horatio Nelson and the two fall madly in love. However, their forbidden romance is soon threatened by the ever-growing shadow of the Napoleonic Wars.
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