Hilary: So how do I look?
Will: Hilary, we're going to the gym.
Hilary: Oh, you're right, fluorescent lights. I should put on more blush.

Carlton: [sings] I'm a maniac, maniac on the floor I'm a maniac, maniac
Will: You're an idiot.
Carlton: This is the latest design in workout wear. Gore-Tex, breathable. Specially designed to stop any riding up while on the stair climber. So, what do you think?
Will: I think you look like a family-size tube of Aquafresh.

Carlton: Oh, yeah. I'm already starting to feel the burn.
Will: Tight as them pants are, you probably started a forest fire in your drawers.

Stan: You okay?
Carlton: Me? Of course, I'm fine. I always scream like a girl when I'm working out.
Stan: [laughs] Stan Callahan. I'm the gym's personal trainer. Have you given any thoughts to private sessions?
Carlton: Well, I don't really need a personal trainer. As you can see, I've already got a good base.
Stan: Yeah, well, let's take a look. [uses calipers on Carlton's arm] Well, according to this, you're a can of Crisco.
Carlton: But spread over a good base, right?
Stan: Hey, I think you're just right for the gold package, huh?
Carlton: Gold? I think I like the sound of that.

Stan: Okay, let's get you started with a little aerobic exercise just to get the heart rate up.
Carlton: Sounds like a plan, Stan.

Joel: Now, remember, a clean uniform is a happy uniform. Ha, ha. Okay. Now, what's our motto?
Ashley: I represent Dippity Do Dog the best doggone dog-dipping restaurant in the world.

Carlton: Whoo! I am pooped.
Stan: Pooped?
Carlton: Yeah. I think it's time for a protein shake. So, what'll it be? Tutti-frutti? Strawberry Sensation? Come on, I'm buying.
Stan: You know, I got a better idea. Why don't you get back to your workout, you no-good, yellow-bellied waste of skin!
Carlton: Huh?
Stan: The only thing you'll be drinking is my boot if you don't get back on that machine, you no-good pansy!
Carlton: I don't believe the gold package said anything about rudeness.
Stan: Now!
Carlton: [screams]

Helena: Come on, come on, come on. Come on, hit me. Hit me. Your mama.
Will: Mama said knock you out.

Boy: Is that him?
Nicky: Yup.
Boy: Wow, I never seen a freak up close before.
Nicky: He's not a freak. He's just a wimp.
Will: All right, that's enough. Come on, you kids get out of here. Go ahead, go on, get out. Go, go.
Boy: Stop right there or I'll get my sister to come after you!
Will: You bring your sister over here, I'll knock her block off!

Geoffrey: Don't let them bother you, Master William. You know, I once had a chum back in England who was in this identical predicament. He too was being ridiculed by his peers for suffering defeat at the hands of a lady.
Will: Oh, and he came through it all right?
Geoffrey: How should I know? You expect me to keep in touch with a wuss like that?