Marshall: Oh, yeah, baby, I could go all night. [inner monologue] I can't hold out much longer. What are the least arousing things I can think of?
Man: [singing] Day-old roadkill Oh, yeah Fingernail, fingernail clippings That is some dull stuff How your TMJ night guard smells In the morning Nasty Bugs, mm! More bugs
Marshall: [inner monologue] It's working. It's working. Uh-oh, it's working too well. Think sexy thoughts. Think sexy thoughts.
Man: [singing] Bugs with boobs
Lily: Marshall, are you all right? You don't seem to be...
Marshall: Please excuse Medium-Sized Fudge.