Carlton: Well, my gold card has a hologram of Lee Iacocca on it.
Will: Excuse us, guys, it's time for a Negro moment.
Will: Carlton, wouldn't you rather join a fraternity where the guys look more like you?
Carlton: I was. Didn't you notice we all had alligator shirts on?

Vivian: What a sleaze. I hope Mary dumps Lazlo's sorry butt.
Hilary: Me too. You think she would've learned after he lied about neutering the cat.
Vivian: She really hasn't been the same since she had that sex change.
Hilary: Yeah, I guess you're right about that.
Ashley: Listen to yourselves. You're caught up in the lives of make-believe characters. I'll tell you what, Mom, I'll watch the baby, go to a museum and take Hilary with you.
Vivian: Ashley, the only reason we get involved in this kind of stuff is that real life sometimes is kind of boring. [motorcycle revs]
Ashley: What's that?
Hilary: Harley-Davidson '58 panhead. I used to date a biker.

Vivian: Philip, what's going on?
Philip: What's it look like, Vivian?
Vivian: Looks like a bunch of middle-aged men with too much time on their hands.
Dan: Hey, we're bikers.
Vivian: Dan, you're an accountant. Got a moment, Fonzie?

Vivian: Honey, you've also got an infant son who needs you... in one piece.
Philip: I don't see Dan's wife giving him any heat over this.
Vivian: From what Helen tells me she ain't giving him any heat anywhere else either.
Philip: Oh, you women discuss that?
Vivian: You'd be surprised what we talk about. Honey, be reasonable. Get off the midlife-crisis highway and come home.
Philip: Oh, yeah, I can't wait to see your first hot flash.

Orlando: Pledges on behalf of the brothers of Phi Beta Gamma, I welcome you.
Carlton: The journey begins.
Will: Yeah, yeah, yeah, just relax, Magellan.

Will: Yo, Dog, did you see baby? Yo, she was fine.
Top Dog: Yeah, that's just the tip of the iceberg, my brother.
Will: Well then, mush, you huskies.

Top Dog: Yo, homey, I'm not supposed to say anything but you have nothing to worry about. You're in.
Will: Your word, me and Carlton got in?
Top Dog: Well, not exactly. I mean, you're cool and all, but Carlton... Well, he's not exactly our type. [Carlton dances]
Will: Say, what do you mean, "not our type"?
Top Dog: Well, Carlton is not like you and me. You know what I'm saying?
Will: No, I don't know what you're saying.
Top Dog: Will, Carlton doesn't exactly exemplify what I think a Phi Beta Gamma is.
Will: Oh, and what is that?
Top Dog: Well, it's not Ralph Lauren shirts, wingtip shoes and corporate America. We don't need a brother like him in this fraternity.
Will: Man, he is exactly what you need in this fraternity. I mean, Carlton has been a straight-A student since preschool. He gives you 150 percent every time.
Top Dog: Look, Will, I realize he's your cousin and you have to defend him but this discussion is closed.

Vivian: Hey, are we looking at the newest Phi Beta Gammas?
Carlton: No. Apparently, I'm not enough of a brother to be a brother.
Philip: What?
Will: Pledge leader said he didn't like sellouts.
Hilary: Well, who does? I mean, you wait and wait and when you finally get to the front of the line, everything's gone.

Top Dog: What up, Philly boy.
Will: What's up, man?
Top Dog: I haven't seen you at the courts lately. I miss our one-on-one.
Will: Now, Top Dog, you know when it's me against you it's one-on-none. I can't play on them tired courts y'all be playing on, man.
Top Dog: You haven't been there in a while. Me and my frat brothers, we raised money and we hooked them rims up proper.
Will: Are you in a fraternity? And here I thought you had a life.
Top Dog: Hey, man, I run the fraternity. Hey, why don't you check us out.
Will: Oh, no, man, fraternities ain't my flavor.
Woman: See you at the frat tonight.
Will: But, I will have a double scoop of that, though.

Top Dog: We also do a lot of work for the community, brother. Like visit down at the senior center. And we also tutor kids down at the juvenile hall.
Carlton: Oh, terrific. The Princeton people love to see community service on applications. I wouldn't really have to go to juvenile hall, would I? I hear those kids are real troublemakers.
Top Dog: [laughs] We need a little humor down at the frat house.
Will: Well, it don't get no littler than cousin Carlton.