Will: All right, look. Step one: You gotta learn how to take somebody's heart, right? In the old days, they used to call it selling woof tickets.
Ashley: She won't buy anything from me, Will.
Will: No, no, no. See, a woof ticket is like a threat. See, right? It's all in your attitude. It's like: Say, man! Hey! You don't get out of my face, man, I'm gonna hit you so hard your grandpa's gonna get a lump.
Ashley: I will hit you so hard, it will bruise your great-grandfather badly.
Will: That would be great if you were rumbling Princess Di.
Will: But, no try it like this: Say, man! I'm gonna hit you so hard you're gonna land in another zip code!
Ashley: I'm going to hit you so hard you're going to land in another zip code! [smiles]
Will: Moving on.
Will: Look, the next step is full-scale psychological warfare, right? So you gotta act like you got this tick, right? Like the army did this experiment on you, right, that just went terribly wrong. Like: Back up! Back up! [turns around] Mind your business, that's all. Mind your business.
Ashley: Okay. Back up! Back up! [turns around] Mind your business, that's all. Just mind your business.

Carlton: Now what's really going on?
Ashley: Paula Hoover's been beating me up so Will's gonna show me how to fight her after school tomorrow.
Carlton: You should be ashamed of yourself, Will. Violence only begets violence. Now that is not the way you deal with a bully. Now I have found that as long as you pay them promptly, they pretty much leave you alone.
Ashley: I have been, and she still wants to beat me up.
Will: Yeah, yeah, yeah. That's why she has to defend herself. Put your hands up-
Carlton: Not so. You and Paula must find a common ground. Remember, "We must never negotiate out of fear but we must never fear to negotiate." John F. Kennedy.
Will: But never forget, Mama Said Knock You Out. LL Cool J.

Will: Hey, look, don't feel bad, Aunt Viv. At least you have two normal daughters.
Hilary: [enters] I have been stabbed in the back. Is nothing sacred? Is there, like, no honor?
Vivian: Baby, what's the matter?
Hilary: Francesca asked me to be a bridesmaid at her wedding.
Will: [scoffs] There is, like, no God, okay.
Vivian: And?
Hilary: Well, what do you mean, "And"? She expects me to take care of the rice they throw when they leave the church. Like I'm gonna learn how to cook just for her wedding.