Marshall: So that's it? We're breaking up?
Lily: Marshall, I'm sorry. I just... I just need to go to San Francisco and do this art program and figure out who I am outside of us. And the only way that I can do that is if we don't talk for a while.
Marshall: For a while? Try never, OK? You walk out that door and we're done. You're never gonna hear my voice again!
[later:]
Marshall: I should call her.
Ted: No! No! If you call her, when she asked you not to, you're just gonna look weak and you're gonna regret it. Now, listen. Whenever you feel like calling her, you come find me first... and I will punch you in the face.
Marshall: You're a good friend, Ted.

Robin: Hey! So, did you hear the big news?
Ted: You mean how Lily and Marshall broke up and Lily is gone and nothing else even remotely important happened last night? Yeah, I think he knows.

Ted: Hey, Marshall.
Marshall: Hey, Ted.
Ted: Are you hungry?
Marshall: What's the point? I could it some food, it's just gonna leave me.
Ted: At least in that scenario, you get to do the dumping.

Ted: Come on, it's Sunday, it's pancakes day!
Marshall: Lily always made the pancakes. God, I loved her pancakes. So soft. So warmed. So perfectly shaped.
Ted: Are we still talking about her pancakes? Come on, you gotta eat something. What can I get you?
Marshall: Beer.
Ted: No, that's what you had for dinner.
Marshall: Fine. Than I'll just have the leftovers. [pulls a beer out from the couch]

Robin: This has to stop! Ted, we just started dating. We agreed we don't wanna move too fast and yet somehow we have a baby. He can't feed himself, he cries a lot, he keeps us up all night...
Barney: Have you tried breast-feeding? Nailed it!
Ted: They were together nine years. It's only been a month and a half. He just needs to go his own pace.
Robin: He slept on our floor last night Ted.
Ted: He watched a scary movie.
Robin: It is time for some tough love. We need to get him out of that apartment. He needs fresh air. He needs sunshine.

[Marshall throws a hot dog at the couple who just got engaged on the "Kiss-Cam":]
Marshall: It's all a big lie! She's just gonna break your heart! [Security drag Marshall out of the stadium] You can drag me outta here, but she has no soul!

Marshall: August 5, one charge: tickets. To what? George Clinton and the P-Funk All Stars. August 10, one charge: Tennis Emporium. August 18, two charges: Mario's bistro and - get this - Pet Palace. You guys see what it means right?
[fantasy scene in a San Francisco restaurant:]
Lily: Wow, Mario's bistro. What a perfect place to whore around.
George Clinton: Only the best for my little Lilypad.
Lily: Oh, funk legend George Clinton, I am so glad you spotted me at your concert an drag me on stage to dance with you Courteney Cox style.
George Clinton: I am so glad you agreed to play tennis with me.
Lily: Oh you know, Marshall tried to get me to play tennis for nine years but I didn't do it because I never truly loved him.
George Clinton: I got you a gift.
Lily: Oh! A ferret. I'll buy it some food next door at the Pet Palace. I've always wanted one, but Marshall have this secret phobia of ferrets.
George Clinton: I bet that's something he made you promise to tell nobody.
Lily: It was! Oh, I love you funk legend George Clinton.
George Clinton: I love you too, Lily. That's right Marshall, she's all mine. Now I'm gonna let her play with my hair.

Ted: That's the craziest thing I've ever heard.
Robin: Yeah. Why are you afraid of ferrets? They are adorable.
Marshall: Because, Robin, they are like fuzzy tube-shaped rats.

Barney: Those charges are from a month ago.
Ted: Exactly!
Barney: For new charges, you have to go to her online account. You can see credit card activity from like two hours ago. But... You know... Don't... [Marshall runs out of the bar]
Ted: Why do you talk? Why do you talk?
[cut to the apartment:]
Barney: He needs her password. Its not like he has her password. Ooh, this is good. he has her password.
Marshall: There is a charge from earlier today. The Kellet Hotel, on Fifth. I don't believe this. Lily is back in New York.

Ted: While we're away this weekend can you keep an eye on him? Make sure he doesn't call her hotel.
Barney: You want me to baby-sit him? 20 bucks. An hour. And money for pizza.
Ted: Um, yeah. How about you do it for free or every time we hang out you have to watch this. [cutesy to Robin] Come here my little baby. [Ted and Robin make out]
Barney: Okay, I'll do it! Stop being a couple.