In the series premiere, Baloo, an air cargo pilot, meets Kit Cloudkicker, a 12-year-old orphan, and takes him on as his navigator. He also loses his business to Rebecca Cunningham, a business major who becomes his boss. Meanwhile, Don Karnage, a notorious air pirate, uses a special gem stolen from Shere Khan's company, Khan Industries, to power a lightning gun and threaten Cape Suzette.
| Actor | Role |
|---|---|
 Ed GilbertBaloo (voice) | Baloo (voice) |
 R.J. WilliamsKit Cloudkicker (voice) | Kit Cloudkicker (voice) |
 Jim CummingsDon Karnage (voice) | Don Karnage (voice) |
 Tony JayShere Khan (voice) | Shere Khan (voice) |
 Sally StruthersRebecca Cunningham (voice) | Rebecca Cunningham (voice) |
| JJanna MichaelsMolly Cunningham (voice) | Molly Cunningham (voice) |
 Pat FraleyWildcat (voice) | Wildcat (voice) |
 Chuck McCannDumptruck (voice) | Dumptruck (voice) |
 Charlie AdlerMad Dog (voice) | Mad Dog (voice) |
 Rob PaulsenRatchet (voice) | Ratchet (voice) |