Will: Look, now, you can stay here and you can hang out. But remember the rules.
Carlton: All right, I won't talk. I promise.
Will: And?
Carlton: And if I feel myself getting overexcited, I take a time out.
Will: All right. Now go sit down somewhere.
Carlton: Oh, I don't need a time out. I don't need a time out. I'm sorry, Will, I can't help it. I forgot to ask you this back at the studio, but would you please sign this picture? Just make it out to, "Carlton, my best friend on Earth, bar none."
William Shatner: I'm sorry, I can't. I have this arrangement with the people who do the Star Trek conventions. I have to charge you $50.
Carlton: But I don't have $50. Would you take a check?
William Shatner: No. Try and cash it at the bar. And while you're there, get me a drink.
Carlton: Coming right up, Mr. William Shatner.

William Shatner: You know that cousin of yours is really attractive.
Will: Carlton?
William Shatner: No, no, no. Not him.
Will: I mean, he cute but I ain't never really...
William Shatner: Your cousin Hilary.
Will: Oh. Oh. [chuckles] Better watch it. Hilary be taking aerobics and stuff like that. It might hurt you.
William Shatner: Aerobics. That sounds good.
Will: Well, nope, she's off limits, anyway. She's taking her show to New York. I'm out of a job. She ain't even warn me.
William Shatner: Well, I'm sorry to hear that. I've been canceled a time or two myself. Always led to something better. I mean, remember, as long you've got a job, you do the best job you can. And look at you, you're a bright guy. You'll bounce back on your feet.
Will: Hey, thanks a lot, man. Hey, you wouldn't happen to know anybody, would you?
William Shatner: We move in different circles.

Will: I know a dentist. We can get you there, have you fixed in time for The Hilary Show.
William Shatner: I'm not doing any show.
Will: Wait. This is my mistake. You can't take this out on my cousin.
William Shatner: I can take it out on anyone I want. I'm William Shatner. [exits]
Carlton: Will. Did you sense the power in that man?
Will: Shut up.

Will: Hey, Bill, look. I'm Timmy the Tooth.
William Shatner: Hi, Timmy.
Carlton: Wait, wait, wait. I wanna be Timmy. Let me be Timmy. Whoo!
Will: Hey, hey. You Timmy the tooth. I'm Bubba Gump.

Werner: Mr. Shatner is not quite ready for air.
William Shatner: What do you mean not ready? Do you know who you're talking to?
Will: That's right, boy. You better recognize.
Werner: Mr. Shatner, I didn't mean...
Will: No, no. You better not had meant, I know you ain't mean.
William Shatner: Smarten up, Opie. I may be in an altered state right now but when those cameras are on me and those lights hit me, I'll be 100 percent... dope.
Will: [laughs] Oh!
William Shatner: That's right, homey. It's all good. It's all good. It's all good.

Hilary: Hello, and welcome to Hilary. Please give a warm Hilary welcome to actor, director and author of this new and exciting book, Man o' War, William Shatner. William Shatner, what would you like to talk about?
William Shatner: Girl, yous a bad mamma jamma.
Hilary: I know.

Carlton: I'm telling you, Will. He liked me more.
Will: I believe you, Carlton.
Carlton: He did like me more. He did.
Will: Okay. Y'all was like brothers and I was really jealous.
Carlton: Now, doesn't the truth make you feel better?

Hilary: Will, I know that the show's moving to New York came as kind of a surprise to you... [Will splutters] But I just wanna let you know that if you ever change your mind there'll always be a place for you at The Hilary Show.
Will: Hey, well, thanks a lot, Hil. You know, but you don't have to worry about me, you know. Because by then, you know, I'll probably have my own show. Yeah. You know, because I might be unemployed now... but I'm the type of brother you can't keep down.
Hilary: Okay.
Will: You know, because in the face of adversity, you know, that's when Will Smith, you know, really shines. You know, that's... You know, because I'm at my best. Adversity put me in all my glory. Adversification, but...

Will: You know, it's really good to see how much this family cares about what we think and feel.
Philip: It sure is. I mean, you should have seen how Ashley felt about what I thought.
Will: Yeah. You should have saw how Hilary was acting about, you know, my future. She was worried.
Philip: Yeah.
Will: We got a lot to be thankful for, man.
Philip: Yeah, we sure do. We sure do.
Will: Yeah. I lost my job, you lost your daughter.
Philip: Two daughters.
Will: Two of them. Deuce. Deuce.
Philip: Yeah. [chuckles] Oh, yeah, I got a lot to be thankful for.
Will: Yeah, man. Yeah. Shoot. Will you hold me? [they hug]