“- Ivy Miller: I'm sorry, were you sleeping?
- Wyatt Trips: Did my closed eyes and peaceful demeanor tip you off?”
Reese Witherspoon - Ivy Miller
Paul Rudd - Wyatt Trips

“- Huge Turk: I'm troubled with insomnia.
- The Great Man: Oh, insomnia! I know a good cure for it. Get plenty of sleep.”
Jack "Tiny" Lipson - Huge Turk
W.C. Fields - The Great Man

“Tell the crew they can sleep in the next world.”
John Ridgely - Pilot

“- Mrs. Marjorie Davies: How did you rest?
- Freddie: With one eye open.”
Ann Harding - Mrs. Marjorie Davies
George Tobias - Freddie

“I'll be all right now that I know where I stand. Yes, I'll be fine. Last night for the first time I didn't have to count sheep. I slept like a guilty man.”

Alan Curtis - Scott Henderson