| Office | Name | Date | Notes |
|---|
Prime Minister, First Lord of the Treasury and Leader of the House of Commons | Henry Temple, 3rd Viscount Palmerston | 6 February 1855 – 21 February 1858 | |
| Chancellor of the Exchequer | William Ewart Gladstone | 30 December 1852 | continued in office |
| Sir George Cornewall Lewis | 28 February 1855 | |
| Parliamentary Secretary to the Treasury | William Goodenough Hayter | 5 January 1853 | continued in office |
| Financial Secretary to the Treasury | James Wilson | 5 January 1853 | continued in office |
| Junior Lords of the Treasury | Lord Alfred Hervey | 1 January 1853 – 7 March 1855 | continued in office |
| Francis Charteris, Lord Elcho | 1 January 1853 – 7 March 1855 |
| Chichester Fortescue | 6 March 1854 – 16 April 1855 |
| Charles Stanley Monck, 4th Viscount Monck | 7 March 1855 – 21 February 1858 | |
| Adam Haldane-Duncan, Viscount Duncan | 7 March 1855 – 21 February 1858 |
| Henry Brand | 16 April 1855 – 21 February 1858 |
| Lord Chancellor | Robert Rolfe, 1st Baron Cranworth | 28 December 1852 | continued in office |
Lord President of the Council and Leader of the House of Lords | Granville Leveson-Gower, 2nd Earl Granville | 8 February 1855 | |
| Lord Privy Seal | George Campbell, 8th Duke of Argyll | 4 January 1853 | continued in office |
| Dudley Ryder, 2nd Earl of Harrowby | 7 December 1855 | |
| Ulick de Burgh, 1st Marquess of Clanricarde | 3 February 1858 |
| Secretary of State for the Home Department | Sir George Grey, 2nd Baronet | 8 February 1855 | |
| Under-Secretary of State for the Home Department | Henry Fitzroy | 28 December 1852 | continued in office |
| William Cowper | 16 February 1855 | |
| William Nathaniel Massey | 13 August 1855 |
| Secretary of State for Foreign Affairs | George Villiers, 4th Earl of Clarendon | 21 February 1853 | continued in office |
| Parliamentary Under-Secretary of State for Foreign Affairs | John Wodehouse, 3rd Baron Wodehouse | 28 December 1852 | continued in office |
| Henry Petty-Fitzmaurice, Earl of Shelburne | 5 July 1856 | |
| Secretary of State for War | Fox Maule-Ramsay, Lord Panmure | 8 February 1855 | |
| Under-Secretary of State for War | Frederick Peel | February 1855 | |
| Sir John Ramsden | May 1857 |
| Secretary of State for the Colonies | Sidney Herbert | 8 February 1855 | |
| Lord John Russell | 23 February 1855 |
| Sir William Molesworth, 8th Baronet | 21 July 1855 |
| Henry Labouchere | 21 November 1855 |
| Under-Secretary of State for the Colonies | John Ball | 8 February 1855 | |
| Chichester Fortescue | June 1857 |
| First Lord of the Admiralty | Sir James Graham, 2nd Baronet | 30 December 1852 | continued in office |
| Sir Charles Wood, 3rd Baronet | 13 March 1855 | |
| First Secretary of the Admiralty | Ralph Bernal Osborne | 6 January 1853 | continued in office |
| Civil Lord of the Admiralty | Sir Robert Peel, 3rd Baronet | 13 March 1855 | |
| Thomas Baring | 27 May 1857 |
| President of the Board of Control | Sir Charles Wood, 3rd Baronet | 30 December 1852 | continued in office |
| Robert Vernon Smith | 3 March 1855 | |
| Joint Secretary to the Board of Control | Henry Danby Seymour | 3 April 1855 | |
| Chancellor of the Duchy of Lancaster | vacant | | |
| Dudley Ryder, 2nd Earl of Harrowby | 31 March 1855 |
| Matthew Talbot Baines | 7 December 1855 |
| Minister without Portfolio | Henry Petty-FitzMaurice, 3rd Marquess of Lansdowne | 28 December 1852 – 21 February 1858 | |
| Postmaster-General | Charles Canning, 2nd Viscount Canning | 5 January 1853 | continued in office |
| George Campbell, 8th Duke of Argyll | 30 November 1855 | |
| President of the Board of Trade | Edward Cardwell | 28 December 1852 | continued in office |
| Edward Stanley, 2nd Baron Stanley of Alderley | 31 March 1855 | entered the Cabinet 27 November 1855 |
| Vice-President of the Board of Trade | Edward Stanley, 2nd Baron Stanley of Alderley | 4 January 1853 | continued in office |
| Edward Pleydell-Bouverie | 31 March 1855 | |
| Robert Lowe | 13 August 1855 |
| First Commissioner of Works | Sir William Molesworth, 8th Baronet | 5 January 1853 | continued in office |
| Sir Benjamin Hall | 21 July 1855 | |
| Vice-President of the Committee on Education | William Cowper | 5 February 1857 | |
| President of the Board of Health | Sir Benjamin Hall | 14 January 1854 | continued in office |
| William Cowper | 13 August 1855 | |
| William Monsell | 9 February 1857 |
| William Cowper | 24 September 1857 |
| Chief Secretary for Ireland | Sir John Young | 6 January 1853 | continued in office |
| Edward Horsman | 1 March 1855 | |
| Henry Arthur Herbert | 27 May 1857 |
| Lord Lieutenant of Ireland | George Howard, 7th Earl of Carlisle | 7 March 1855 | |
| Master-General of the Ordnance | Fitzroy Somerset, 1st Baron Raglan | 30 September 1852 | Board of Ordnance abolished 25 May 1855 and duties vested in Secretary of State for War; the post of Surveyor-General remained but was not filled. |
| Lieutenant-General of the Ordnance | Sir Hew Dalrymple Ross | 6 May 1854 |
| Surveyor-General of the Ordnance | vacant | — |
| Storekeeper of the Ordnance | Sir Thomas Hastings | 25 July 1845 |
| Clerk of the Ordnance | William Monsell | 13 January 1853 | clerkship abolished 1857 |
| Paymaster General | Edward Stanley, 2nd Baron Stanley of Alderley | 4 January 1853 | continued in office |
| Edward Pleydell-Bouverie | 31 March 1855 | |
| Robert Lowe | 13 August 1855 |
| President of the Poor Law Board | Matthew Talbot Baines | 30 December 1852 | continued in office |
| Edward Pleydell-Bouverie | 13 August 1855 | |
| Parliamentary Secretary to the Poor Law Board | Grenville Berkeley | 7 January 1853 | continued in office |
| Ralph Grey | 9 May 1856 | |
| Attorney General | Sir Alexander Cockburn, 12th Baronet | 28 December 1852 | continued in office |
| Sir Richard Bethell | 15 November 1856 | |
| Solicitor General | Sir Richard Bethell | 28 December 1852 | continued in office |
| James Stuart-Wortley | 22 November 1856 | |
| Sir Henry Singer Keating | 28 May 1857 |
| Judge Advocate General | Charles Pelham Villiers | 30 December 1852 | continued in office |
| Lord Advocate | James Moncreiff | 30 December 1852 | continued in office |
| Solicitor General for Scotland | Edward Maitland | 14 February 1855 | |
| Attorney General for Ireland | Abraham Brewster | April 1853 | continued in office |
| William Keogh | March 1855 | |
| John Fitzgerald | March 1856 |
| Solicitor General for Ireland | William Keogh | April 1853 | continued in office |
| John Fitzgerald | March 1855 | |
| Jonathan Christian | March 1856 |
| Lord Steward of the Household | Frederick Spencer, 4th Earl Spencer | 10 January 1854 | continued in office |
| Edward Eliot, 3rd Earl of St Germans | 23 November 1857 | |
| Lord Chamberlain of the Household | John Campbell, 2nd Marquess of Breadalbane | 15 January 1853 | continued in office |
| Vice-Chamberlain of the Household | Lord Ernest Bruce | 30 December 1852 | continued in office |
| Master of the Horse | Arthur Wellesley, 2nd Duke of Wellington | 21 January 1853 | continued in office |
| Treasurer of the Household | George Phipps, Earl of Mulgrave | 4 January 1853 | continued in office |
| Comptroller of the Household | Archibald Douglas, Viscount Drumlanrig | 4 January 1853 | continued in office |
| Valentine Browne, Viscount Castlerosse | 25 July 1856 | |
| Captain of the Gentlemen-at-Arms | Thomas Foley, 4th Baron Foley | 30 December 1852 | continued in office |
| Captain of the Yeomen of the Guard | John Townshend, 3rd Viscount Sydney | 30 December 1852 | continued in office |
| Master of the Buckhounds | John Ponsonby, 5th Earl of Bessborough | 30 December 1852 | continued in office |
| Chief Equerry and Clerk Marshal | Lord Alfred Paget | 30 December 1852 | continued in office |
| Mistress of the Robes | Harriet Sutherland-Leveson-Gower, Duchess of Sutherland | 15 January 1853 | continued in office |
| Lords in Waiting | Charles Somers-Cocks, 3rd Earl Somers | 13 January 1853 – 22 February 1857 | |
| Thomas Stonor, 3rd Baron Camoys | 13 January 1853 – 21 February 1858 |
| George Pitt-Rivers, 4th Baron Rivers | 13 January 1853 – 21 February 1858 |
| Henry Cavendish, 3rd Baron Waterpark | 13 January 1853 – 21 February 1858 |
| George Warren, 2nd Baron de Tabley | 13 January 1853 – 21 February 1858 |
| William Hare, 2nd Earl of Listowel | 1 October 1853 – 21 February 1856 |
| Frederick Hamilton-Temple-Blackwood, 5th Baron Dufferin and Clandeboye | 28 November 1854 – 21 February 1858 |
| James Sinclair, 14th Earl of Caithness | 15 April 1856 – 21 February 1858 |
| Richard Dawson, 3rd Baron Cremorne | 22 February 1857 – 21 February 1858 |