| Office | Name | Date | Notes |
Prime Minister, First Lord of the Treasury and Leader of the House of Commons | The 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, Bt | 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 |
| Lord Elcho | 1 January 1853 – 7 March 1855 |
| Chichester Fortescue | 6 March 1854 – 16 April 1855 |
| The Viscount Monck | 7 March 1855 – 21 February 1858 | |
| Viscount Duncan | 7 March 1855 – 21 February 1858 |
| Henry Brand | 16 April 1855 – 21 February 1858 |
| Lord Chancellor | The Lord Cranworth | 28 December 1852 | continued in office |
Lord President of the Council and Leader of the House of Lords | The Earl Granville | 8 February 1855 | |
| Lord Privy Seal | The Duke of Argyll | 4 January 1853 | continued in office |
| The Earl of Harrowby | 7 December 1855 | |
| The Marquess of Clanricarde | 3 February 1858 |
| Secretary of State for the Home Department | Sir George Grey, Bt | 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 | The Earl of Clarendon | 21 February 1853 | continued in office |
| Parliamentary Under-Secretary of State for Foreign Affairs | The Lord Wodehouse | 28 December 1852 | continued in office |
| Earl of Shelburne | 5 July 1856 | |
| Secretary of State for War | The Lord Panmure | 8 February 1855 | |
| Under-Secretary of State for War | Frederick Peel | February 1855 | |
| Sir John Ramsden, Bt | May 1857 |
| Secretary of State for the Colonies | Sidney Herbert | 8 February 1855 | |
| Lord John Russell | 23 February 1855 |
| Sir William Molesworth, Bt | 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, Bt | 30 December 1852 | continued in office |
| Sir Charles Wood, Bt | 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, Bt | 13 March 1855 | |
| Thomas Baring | 27 May 1857 |
| President of the Board of Control | Sir Charles Wood, Bt | 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 | | |
| The Earl of Harrowby | 31 March 1855 |
| Matthew Talbot Baines | 7 December 1855 |
| Minister without Portfolio | The Marquess of Lansdowne | 28 December 1852 – 21 February 1858 | |
| Postmaster-General | The Viscount Canning | 5 January 1853 | continued in office |
| The Duke of Argyll | 30 November 1855 | |
| President of the Board of Trade | Edward Cardwell | 28 December 1852 | continued in office |
| The Lord Stanley of Alderley | 31 March 1855 | entered the Cabinet 27 November 1855 |
| Vice-President of the Board of Trade | The Lord 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, Bt | 5 January 1853 | continued in office |
| Sir Benjamin Hall, Bt | 21 July 1855 | |
| Vice-President of the Committee on Education | William Cowper | 5 February 1857 | |
| President of the Board of Health | Sir Benjamin Hall, Bt | 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, Bt | 6 January 1853 | continued in office |
| Edward Horsman | 1 March 1855 | |
| Henry Arthur Herbert | 27 May 1857 |
| Lord Lieutenant of Ireland | The Earl of Carlisle | 7 March 1855 | |
| Master-General of the Ordnance | The Lord 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 | Lord 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, Bt | 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 | The Earl Spencer | 10 January 1854 | continued in office |
| The Earl of St Germans | 23 November 1857 | |
| Lord Chamberlain of the Household | The 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 | The Duke of Wellington | 21 January 1853 | continued in office |
| Treasurer of the Household | Earl of Mulgrave | 4 January 1853 | continued in office |
| Comptroller of the Household | Viscount Drumlanrig | 4 January 1853 | continued in office |
| Viscount Castlerosse | 25 July 1856 | |
| Captain of the Gentlemen-at-Arms | The Lord Foley | 30 December 1852 | continued in office |
| Captain of the Yeomen of the Guard | The Viscount Sydney | 30 December 1852 | continued in office |
| Master of the Buckhounds | The 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 | The Duchess of Sutherland | 15 January 1853 | continued in office |
| Lords in Waiting | The Earl Somers | 13 January 1853 – 22 February 1857 | |
| The Lord Camoys | 13 January 1853 – 21 February 1858 |
| The Lord Rivers | 13 January 1853 – 21 February 1858 |
| The Lord Waterpark | 13 January 1853 – 21 February 1858 |
| The Lord de Tabley | 13 January 1853 – 21 February 1858 |
| The Earl of Listowel | 1 October 1853 – 21 February 1856 |
| The Lord Dufferin and Clandeboye | 28 November 1854 – 21 February 1858 |
| The Earl of Caithness | 15 April 1856 – 21 February 1858 |
| The Lord Cremorne | 22 February 1857 – 21 February 1858 |