Will: Uncle Phil, let me tell you, this dude is hilarious. I mean, he's fun, he's funny. He makes me think about stuff in a way that I never even looked at it before. And I dropped his class.
Philip: Let me guess. Western Philosophy, right?
Will: How does everybody know that?
Philip: Because every time you're faced with a challenge, you run for cover.
Will: Whoa, whoa, whoa. Come on, now, that is not true, Uncle Phil. I mean, this whole college thing is just kind of new to me.
Philip: Oh, bull! It's old territory. I mean, you're always going on about how you want to be out on your own and get respect. But you don't do anything to earn it.
Will: Oh, look, I think it's my break time.
Philip: What the hell is wrong with you, anyway? I mean, you're smart, you're charming. You have gifts that other people would kill to have. And what do you do? You throw it away by taking the easy road.
Will: Uncle Phil, this is one class.
Philip: No, this is not one class, Will. This is your life. It's not my life, it's not Carlton's life and you only get out of it what you put into it. And you are off to one lousy start.
Will: But enough about me, Uncle Phil. Let's talk about you.
Philip: That's exactly what I'm talking about.

Philip: So how was registration today, guys?
Will: Oh, yo, it was slamming, Uncle Phil.
Philip: He met a girl, right?
Carlton: You got it, big guy. And he joined classes just because she's in it. He doesn't even know what he's taking.
Will: I do too.
Carlton: Name it.
Will: [reading] "Western Pornography."
Carlton: Western Philosophy.

Philip: Hilary. Sweetheart. How you feeling?
Hilary: I'm feeling much better, thanks. [sobs]
Philip: Now, now, baby, tell you what. Why don't you put on some clothes and hop in the car, and drive over to Neiman's and do a little shopping.
Hilary: Oh, thanks, Daddy, but I'm not ready to go out just yet.
Philip: Oh. And you don't have to. Here. I'll even look the number up for you.
Hilary: [dials] Hello, Neiman's? Listen, I want to order that adorable Donna Karan pantsuit in your catalog. Item DK35712. Yeah, and on page 14, there's this fabulous leather bag and... Oh, that would be cute.

Carlton: Will, do you realize we stopped and talked to every woman we saw?
Will: So?
Carlton: We were on the freeway. I mean, why do you do these crazy things?
Will: The same reason Eddie Murphy tries to sing, I like the challenge.

Philip: Western Philosophy? I'm impressed.
Carlton: You don't even know what Western Philosophy is.
Will: I do too. It answers questions like: Did anybody really believe Kool Moe Dee was a cowboy? [sings] The wild wild west The wild wild west
Carlton: [sings] I used to live downtown

Philip: Ashley! Could we see a little compassion here? Hilary just lost her fiance. She could use a little sisterly comfort.
Ashley: I'm sorry. You're right. Hilary, this is your sister, Ashley. Suck it up, and get on with your life!

Will: Do you always have to embarrass me in public?
Jackie: No, you do that all by yourself.
Will: What'd you sign up for today, Advanced Sarcasm?
Jackie: Whatever I'm taking has gotta be tougher than your schedule. What is Cheese Appreciation, anyway?
Will: Have you ever heard of a little thing called Western Philosophy?
Jackie: You're taking Western Philosophy?
Will: I can see you're being seduced by my intellectual prowess.
Jackie: Is that Spam in your teeth?
Will: I didn't have no Spam.

Will: No, now, come on, come on, man. I'm just kidding. Here, why don't you take a seat right here, next to me and observe a class clown in his natural habitat.
Professor Mansfield: Oh, I get it. You're planning on giving the teacher a real hard time, is that it?
Will: Well, you know, that's plan B. Plan A was derailed by this refrigerator-shaped gentleman over here.
Professor Mansfield: I gotta tell you, I see a real problem with Plan B.
Will: What's that?
Professor Mansfield: Watch. I am Professor Jeremy Mansfield and this is Western Philosophy.
Will: I'm Will Smith. And this is an interesting coincidence.

Professor Mansfield: Philosophy is all about the perception of reality. And today's reality is this is a very difficult course. I am a very difficult man and I'm going to make your lives very difficult.
Will: Excuse me, Professor Mansfield, it's not too late to start sucking up, is it?
Professor Mansfield: There'll be a paper every week and a pop quiz whenever I feel like having some fun... And I'm a fun-loving guy. You will have five 20-page papers, two midterms and a little cumulative final that I like to call the widow-maker.
[fantasy:]
Professor Mansfield: Thank you, Padre. Not so quick with the hair jokes now, my friend? Well, work may be hard but I think in the long run you'll find this course electrifying.
Will: No, no, no! No, wait. Call my mother! Somebody call the governor! I ain't even supposed to be in this class, man! I wanna live.

Philip: Vivian.
Vivian: It's celery, I swear. [Philip dances with Vivian] Woo! Philip, what has gotten into you?
Philip: The incarceration of a felon always gets my juices pumping. Let's go upstairs and celebrate.
Vivian: Honey, we have a problem. Hilary, your credit cards, I mean...
Philip: Oh, after, after.
Vivian: See?
Philip: So what? We're wealthy. You should have seen me deny that man's plea bargain. I was brilliant!