|Directed by||Roy Del Ruth|
|Produced by||Darryl F. Zanuck|
|Written by||Frank Wead|
|Music by||Louis Silvers|
|Editing by||Allen McNeil|
|Distributed by||Twentieth Century-Fox Film Corporation|
|Release dates||February 19, 1939|
|Running time||84 min.|
Trixie Lee takes a leave of absence from her job as a Hollywood hat-check girl to pursue her career as an aviatrix. She and partner Babe Dugan enter an air race from Los Angeles to Cleveland, but an oil leak causes their plane to crash.
Navy flyer Tex Price helps with their engine. Meanwhile, steel mogul T.P. Lester indulges the ambition of his daughter Gerry to fly in the Powder Puff national race. Gerry is also Tex's ex.
Trixie wants to win both Tex and the race, so she and Babe do everything they can to discourage Gerry or sabotage her chances. In the sky during the Powder Puff race, the superior aircraft Gerry owns is winning, but she pretends to have engine failure so Trixie can win.
Knowing that she misjudged Gerry all along, Trixie steps aside as Tex and Gerry get back together.
- Alice Faye as Trixie Lee
- Constance Bennett as Gerry Lester
- Nancy Kelly as Lois Allen
- Joan Davis as Babe Dugan
- Charles Farrell as Bud
- Jane Wyman as Alabama
- Kane Richmond as Lt. Dick "Tex" Price
- Wally Vernon as Chick
- Joan Valerie as Sunny
- Edward Norris as Speed Allen
- J. Anthony Hughes as Al Moore
- Harry Davenport as T. P. Lester
- Mary Gordon as Mrs. Lee
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