Carlton: And I didn't steal your job.
Will: What are you talking about?
Carlton: Jasmine came by to see how you were feeling and I covered for you. Her brother's gonna do the show.
Will: Really? Well, why'd you do that? I thought you wanted that job.
Carlton: I did. But honestly, I thought you're better for it.
Will: Yeah?
Carlton: And besides, the Ivy League looks down on the entertainment industry.
Will: You had a great opportunity to split my wig tonight, man. You usually don't pass up opportunities like that.
Carlton: I thought it was time for a change.

Will: Damn, man, I'm saying, you gonna be making changes in our relationship, you gotta let me know. I could've been down at the club, you know. There's some hundred percent USDA prime choice down there. I could be tenderizing right now. Tenderizing as we speak.

Carlton: Will. Will, would you hurry up already?
Will: [o.s.] Hey, if you think you can do it any faster, then you come in here.
Carlton: Oh, stop your squawking. We only have 15 minutes to do this.
Will: [o.s.] Hey, look, I just ain't trying to be out there looking stupid, all right?
[Will opens the door and walks out in a chicken suit]
Will: Let's do this.

Carlton: Wait a minute, where are you going? We haven't finished shooting the ad yet.
Will: Look, Carlton. I've had it, man. I'm 20 years old and I'm in a chicken suit. You know, I'm just sick and tired of doing these stupid jobs.
Carlton: With all due respect, Will, you're not exactly overqualified.
Will: Read my beak: I quit.

Will: Hilary, I never asked you for nothing.
Hilary: Okay, you're hired.
Will: Yes.
Carlton: Whoa, wait a minute. What about me? I'm your brother.
Hilary: Okay, then you can have the job. Ha, ha. This is easy.
Will: Hilary, you just said that I could-
Hilary: Okay, then you can have the job.
Carlton: But you gave me the job.
Hilary: I'm getting a headache.

Carlton: I'm your man, Werner. Listen, why don't we go grab lunch and you can bring me up to speed.
Werner: You know, you remind me of myself. I used to be an entry-level butt-kisser too.

Will: Oh, well, well. MC Steal-a-Job is in the house.
Carlton: Do I detect a little hostility, Will? Sour grapes perchance? Face it, you couldn't handle the responsibility of a real job. It's not who you are. Leave the handling of the likes of Maurice Perry to professionals.
Jazz: Maurice Perry, the comedian?
Carlton: The one and only. He's gonna be here any minute with Hilary and Werner to talk about the possibilities of being on my show.
Will: Wait. Your show?
Carlton: It's only a matter of time. Anyway, we're gonna need the house. So if you two don't mind... Even if you do mind, go away.

Geoffrey: Master Carlton, your guest has arrived.
Will: Hey, look here, Thumbelina-
Jazz: Pay no attention to my unemployed friend here. You really ought to bring Maurice past the club tonight.
Carlton: I'm sure he wouldn't be interested. Besides, I have the pleasure of escorting his sister around town tonight.
Will: Oh, two of y'all can fit on a Big Wheel?
Carlton: You were funnier with your beak on.
Jazz: That's it. Beak on. "Come get your beak on at-"
Will: Shut up.

Carlton: [to Maurice] Pleased to meet you. I've always enjoyed your comedy. I'm somewhat known for my bon mots myself.
Will: Excuse me, Bonbon? We're not finished talking yet.
Hilary: Maurice, this is my cousin.
Carlton: Although we never really did a background check.

Werner: So, Maurice, Hilary and I just wanna thank you for giving us the opportunity to sit and chat a bit. Now, we're syndicated in all primary markets now and we're scheduled to expand-
Will: Oh, speaking of schedules, Carlton. Uh, the clinic called. You're still on for your implant tomorrow.
Werner: Anyway, heh, our demographics at the moment are very similar to-
Will: Ooh, Carlton, what is that on your lip?
Carlton: Will, there's nothing on my lip.
Will: Oh, nothing but the rotting residue of the lies you told to steal my job.
Carlton: For God's sake, Will, accept it. The better man won.
Will: Yeah? Well, the bigger, badder man's about to beat the better man into oblivion.