| Office | Name | Party | Dates | Notes |
|---|
Prime Minister, First Lord of the Treasury andLeader of the House of Commons | Stanley Baldwin | | Conservative | 7 June 1935 | |
| Lord High Chancellor of Great Britain | Douglas Hogg, 1st Viscount Hailsham | | Conservative | 7 June 1935 | |
| Lord President of the Council | Ramsay MacDonald | | National Labour | 7 June 1935 | |
Leader of the House of Lords Lord Keeper of the Privy Seal | Charles Vane-Tempest-Stewart, 7th Marquess of Londonderry | | Conservative | 7 June 1935 | |
| Edward Wood, 1st Viscount Halifax | | Conservative | 22 November 1935 | |
| Chancellor of the Exchequer | Neville Chamberlain | | Conservative | 7 June 1935 | |
| Parliamentary Secretary to the Treasury | David Margesson | | Conservative | 18 June 1935 | |
| Financial Secretary to the Treasury | Duff Cooper | | Conservative | 18 June 1935 | |
| William Morrison | | Conservative | 22 November 1935 | |
| John Colville | | Conservative | 29 October 1936 | |
| Lords of the Treasury | James Stuart | | Conservative | 18 June 1935 – May 1937 | |
| Archibald Southby | | Conservative | 18 June 1935 – 28 May 1937 | Knighted |
| SirWalter Womersley | | Conservative | 18 June 1935 – 6 December 1935 | |
| George Frederick Davies | | Conservative | 18 June 1935 – 6 December 1935 | |
| James Blindell | | Liberal National | 18 June 1935 – 28 May 1937 | Knighted |
| Arthur Hope | | Conservative | 6 December 1935 – 28 May 1937 | |
| Henry Morris-Jones | | Liberal National | 6 December 1935 – 28 May 1937 | |
| Secretary of State for Foreign Affairs | Sir Samuel Hoare, 2nd Baronet | | Conservative | 7 June 1935 | |
| Anthony Eden | | Conservative | 22 December 1935 | |
| Parliamentary Under-Secretary of State for Foreign Affairs | James Stanhope, 7th Earl Stanhope | | Conservative | 18 June 1935 – 16 June 1936 | |
| Robert Gascoyne-Cecil, Viscount Cranborne | | Conservative | 6 August 1935 – May 1937 | |
| Ivor Miles Windsor-Clive, 2nd Earl of Plymouth | | Conservative | 30 July 1936 – May 1937 | |
Secretary of State for the Home Department and DeputyLeader of the House of Commons | SirJohn Simon | | Liberal National | 7 June 1935 | |
| Under-Secretary of State for the Home Department | Euan Wallace | | Conservative | 18 June 1935 | |
| Geoffrey Lloyd | | Conservative | 28 November 1935 | |
| First Lord of the Admiralty | SirBolton Eyres-Monsell | | Conservative | 7 June 1935 | |
| Sir Samuel Hoare, 2nd Baronet | | Conservative | 5 June 1936 | |
| Parliamentary and Financial Secretary to the Admiralty | Sir Victor Warrender, 8th Baronet | | Conservative | 18 June 1935 | |
| Lord Stanley | | Conservative | 28 November 1935 | |
| Civil Lord of the Admiralty | Kenneth Lindsay | | National Labour | 18 June 1935 | |
| Minister of Agriculture and Fisheries | Walter Elliot | | Unionist | 7 June 1935 | |
| William Morrison | | Conservative | 29 October 1936 | |
| Parliamentary Secretary to the Ministry of Agriculture and Fisheries | Herbrand Sackville, 9th Earl De La Warr | | National Labour | 18 June 1935 | |
| Herwald Ramsbotham | | Conservative | 28 November 1935 |
| Charles Duncombe, 3rd Earl of Feversham | | Conservative | 30 July 1936 | also Deputy Minister of Fisheries |
| Secretary of State for Air | Philip Cunliffe-Lister, 1st Viscount Swinton | | Conservative | 7 June 1935 | |
| Under-Secretary of State for Air | Sir Philip Sassoon, 3rd Baronet | | Conservative | 18 June 1935 | |
| Secretary of State for the Colonies | Malcolm MacDonald | | National Labour | 7 June 1935 | |
| James Henry Thomas | | National Labour | 22 November 1935 | |
| William Ormsby-Gore | | Conservative | 28 May 1936 | |
| Under-Secretary of State for the Colonies | Ivor Windsor-Clive, 2nd Earl of Plymouth | | Conservative | 18 June 1935 | |
| Herbrand Sackville, 9th Earl De La Warr | | National Labour | 30 July 1936 | |
| Minister for Coordination of Defence | SirThomas Inskip | | Conservative | 13 March 1936 | |
| Secretary of State for Dominion Affairs | James Henry Thomas | | National Labour | 7 June 1935 | |
| Malcolm MacDonald | | National Labour | 22 November 1935 | |
| Under-Secretary of State for Dominion Affairs | Edward Stanley, Baron Stanley | | Conservative | 18 June 1935 | |
| Douglas Hacking | | Conservative | 28 November 1935 | |
| Edward Cavendish, Marquess of Hartington | | Conservative | 4 March 1936 | Duke of Devonshire |
| President of the Board of Education | Oliver Stanley | | Conservative | 7 June 1935 | |
| Parliamentary Secretary to the Board of Education | Herwald Ramsbotham | | Conservative | 18 June 1935 | |
| Herbrand Sackville, 9th Earl De La Warr | | National Labour | 28 November 1935 | |
| Geoffrey Shakespeare | | Liberal National | 30 July 1936 | |
| Minister of Health | SirKingsley Wood | | Conservative | 7 June 1935 | |
| Parliamentary Secretary to the Ministry of Health | Geoffrey Shakespeare | | Liberal National | 18 June 1935 | |
| Robert Hudson | | Conservative | 30 July 1936 | |
| Secretary of State for India | Lawrence Dundas, 2nd Marquess of Zetland | | Conservative | 7 June 1935 | For India and Burma from 1937 |
| Under-Secretary of State for India | R. A. Butler | | Conservative | 18 June 1935 | |
| Minister of Labour | Ernest Brown | | Liberal National | 7 June 1935 | |
| Parliamentary Secretary to the Minister of Labour | Anthony Muirhead | | Conservative | 18 June 1935 | |
| Chancellor of the Duchy of Lancaster | SirJ. C. C. Davidson | | Conservative | 18 June 1935 | |
| Paymaster General | Ernest Lamb, 1st Baron Rochester | | National Labour | 18 June 1935 | |
| Robert Hutchison, 1st Baron Hutchison of Montrose | | Liberal National | 6 December 1935 | |
| Minister for Pensions | Robert Hudson | | Conservative | 18 June 1935 | |
| Herwald Ramsbotham | | Conservative | 30 July 1936 | |
| Minister without Portfolio | Anthony Eden | | Conservative | 7 June 1935 – 22 December 1935 | "Minister forLeague of Nations Affairs" |
| Lord Eustace Percy | | Conservative | 7 June 1935 – 31 March 1936 | |
| Postmaster-General | George Tryon | | Conservative | 7 June 1935 | |
| Assistant Postmaster-General | SirErnest Bennett | | National Labour | 18 June 1935 | |
| SirWalter Womersley | | Conservative | 6 December 1935 | |
| Secretary of State for Scotland | SirGodfrey Collins | | Liberal National | 7 June 1935 | |
| Walter Elliot | | Unionist | 29 October 1936 | |
| Under-Secretary of State for Scotland | Noel Skelton | | Unionist | 18 June 1935 | |
| John Colville | | Conservative | 28 November 1935 | |
| Henry Wedderburn | | Conservative | 29 October 1936 | |
| President of the Board of Trade | Walter Runciman | | Liberal National | 7 June 1935 | |
| Parliamentary Secretary to the Board of Trade | Leslie Burgin | | Liberal National | 18 June 1935 | |
| Secretary for Overseas Trade | John Colville | | Conservative | 18 June 1935 | |
| Euan Wallace | | Conservative | 28 November 1935 | |
| Secretary for Mines | Harry Crookshank | | Conservative | 18 June 1935 | |
| Minister of Transport | Leslie Hore-Belisha | | Liberal National | 18 June 1935 | In Cabinet from 29 October 1936 |
| Parliamentary Secretary to the Ministry of Transport | Austin Hudson | | Conservative | 18 June 1935 | |
| Secretary of State for War | Edward Wood, 1st Viscount Halifax | | Conservative | 7 June 1935 | |
| Duff Cooper | | Conservative | 22 November 1935 | |
| Under-Secretary of State for War | Donald Howard, 3rd Baron Strathcona and Mount Royal | | Conservative | 18 June 1935 | |
| Financial Secretary to the War Office | Douglas Hacking | | Conservative | 18 June 1935 | |
| Sir Victor Warrender 8th Baronet | | Conservative | 28 November 1935 | |
| First Commissioner of Works | William Ormsby-Gore | | Conservative | 7 June 1935 | |
| James Stanhope, 7th Earl Stanhope | | Conservative | 16 June 1936 | |
| Attorney General | SirThomas Inskip | | Conservative | 18 June 1935 | |
| SirDonald Somervell | | Conservative | 18 March 1936 | |
| Solicitor General | SirDonald Somervell | | Conservative | 18 June 1935 | |
| SirTerence O'Connor | | Conservative | 19 March 1936 | |
| Lord Advocate | Douglas Jamieson | | Unionist | 18 June 1935 | |
| Thomas Cooper | | Unionist | 25 October 1935 | |
| Solicitor General for Scotland | Thomas Cooper | | Unionist | 18 June 1935 | |
| Albert Russell | | Unionist | 29 November 1935 | |
| James Reid | | Unionist | 25 June 1936 | |
| Treasurer of the Household | SirFrederick Penny | | Conservative | 18 June 1935 | |
| Comptroller of the Household | SirGeorge Bowyer | | Conservative | 21 June 1935 | |
| SirLambert Ward | | Conservative | 6 December 1935 | |
| Vice-Chamberlain of the Household | SirLambert Ward | | Conservative | 18 June 1935 | |
| George Davies | | Conservative | 6 December 1935 | |
| Captain of the Gentlemen-at-Arms | George Bingham, 5th Earl of Lucan | | Conservative | 18 June 1935 | |
| Captain of the Yeomen of the Guard | Arthur Chichester, 4th Baron Templemore | | Conservative | 18 June 1935 | |
| Lords in Waiting | Henry Gage, 6th Viscount Gage | | Conservative | 18 June 1935 – May 1937 | |
| Geoffrey FitzClarence, 5th Earl of Munster | | Conservative | 18 June 1935 – May 1937 | |
| Charles Duncombe, 3rd Earl of Feversham | | Conservative | 18 June 1935 – 30 July 1936 | |
| Basil Hamilton-Temple-Blackwood, 4th Marquess of Dufferin and Ava | | Conservative | 29 October 1936 – 28 May 1937 | |
| John Crichton, 5th Earl Erne | | Conservative | 29 October 1936 – May 1937 | |