Philip: Anyway, let me update this for you. Say a stranger asks you for directions. Now, you don't know where it is, but do you say that? No. You say, "Go down three blocks, make a left, you can't miss it."
Will: Yeah. I got plenty of dudes out there still looking for places.
Philip: Same guy asks a woman. Now, she doesn't know either. But she says, "I don't know." Pfft. That's the difference between men and women.
Will: Wait, wait, wait, Uncle Phil. What is it that makes men act like that?
Philip: It's testosterone, the male hormone.
Will: And women don't have testosterone?
Philip: Well, I believe they do, but theirs is dormant most of the time. Excuse me.
Will: Wait, wait. Uncle Phil, hold on. You don't know the answer to none of these questions I'm asking you, do you?
Philip: No, I guess I don't.
Will: Then why didn't you just say so?
Philip: Because I'm a man. Hmph.

Will: So, what am I supposed to do, Jazz?
Jazz: Only one thing to do. I give you the hoodlum pages. Let's see. Counterfeiters, extortionists, car salesmen. Ah, here it is. Guys who take dives.
Will: Wait, give me this. Wait a minute, this guy will let me punch him 10 times for 40 dollars?
Jazz: Mention this ad, and he'll throw in a head butt.
Will: Okay. So dude comes down to the Peacock he kicks up a little static, I lay him down. Lisa and everybody thinks I'm a hero. Ahh. Hey, man, where'd you get this from anyway?
Jazz: I stole it.

Lisa: I wonder why you don't see a lot of Black professional bowlers.
Will: Ain't no money in it. Look, how much dough could a brother make endorsing a pair of these? It'd be like, "Hi, I'm Darnell Washington, pro bowler. Whenever I'm about to roll me a 300 game, I like to do it in these. Air Ghettos."
Lisa: Will, you are so silly.
Will: Well, you know, I try.

Philip: This is about you and Lisa, isn't it? Sit down, Will. You know, ever since the dawn of civilization, man has tried to be the stronger of the species. The hunter, the protector. Have you taken any anthropology classes?
Will: Well, no, but I seen The Flintstones, like, five times.

Vivian: Everybody clear about their duties at the carnival?
Ashley: Yes. I'll be manning the "guess your birthday" booth.
Hilary: Oh, do me, do me.
Ashley: Hilary, you're August 18th.
Hilary: Wow, you are good.

Carlton: [through bullhorn] Hurry, hurry, hurry. Step right up. Step right up.
Will: Come see the amazing Rock Dwarfsky the world's shortest square-headed Negro.

Will: Girl, you just won yourself a date to a carnival with an ebony god.
Lisa: Really? I'd rather go with you.

Will: Uh, excuse me, Dark Gable. In case you didn't notice, this is my date.
Lisa: I told him.
Man: Say, baby why don't you ditch the go-cart and step up to a stretch limo?
Will: Excuse me, Messy Snipes? Listen, why don't you just take your limo and ease on up out my face, all right?

Will: Where did that come from?
Lisa: Will, I've been meaning to tell you... I'm a...
Will: A what? A Power Ranger?
Lisa: I've studied a couple years of self-defense. Did I do something wrong?
Will: Yes, you did. I was just about to retaliate.
Lisa: Baby, you were on the floor.
Will: Well, that's how I fight.

Carlton: You, sir, how about a throw?
Ken Griffey Jr.: I don't think I should.
Carlton: What's the matter? Got a noodle for an arm?
Will: Carlton, that's Ken Griffey Jr., man.
Carlton: Tell you what. Since Will seems to know you how about a throw for half the price?
Ken Griffey Jr.: All right.