Hilary: You can borrow my makeup, but the key is subtlety. You want your date to think you stepped out of Vogue not a clown car.

Hilary: Oh, that reminds me, I'm gonna be out late tonight. I'm shooting a commercial for Casual Cup coffee.
Ashley: That's great.
Hilary: How'd you get it? Well, the director said I reminded him of the coffee.
Will: Oh, yeah, he probably thought you was hot, creamy and rich.
Hilary: Oh, yeah, that's it. I was pretty sure I wasn't mountain-grown.
Will: Check please.

Vivian: I am so sorry, Geoffrey, but if I put him down he cries even harder. So would you mind making up more formula?
Geoffrey: Mind? Madame, you woke me from a most marvelous dream. I haven't had one this good since I was strip searched at Dulles Airport.

Philip: Okay, it's 10:37. I'm calling the police.
Vivian: Philip. The police don't need your hysterical calls cluttering up their phone lines. They've got to catch real criminals.
Philip: Hmm, like the murderous muggers and thugs that hang around movie theaters after hours.
Vivian: She's at the mall. She's not at the Pussycat Theater.
Geoffrey: I've never seen a mugger at the Pussycat Theater.

Philip: [answers phone] Hello.
Connie: Hi, Mr. Banks. Can I speak to Ashley?
Philip: Uh, she's not home from her date. She was supposed-
Ashley: [takes pay phone from Connie] Daddy, I got it.
Philip: Ashley, sweetheart, where are you?
Ashley: I'm upstairs in my room. I got home 20 minutes ago. Come on, hang up, I wanna talk to Connie about my date. I'll tell you about it tomorrow.
Philip: All right, sweetheart, good night. [hangs up]
Ashley: This is too easy.

Ashley: Why is everybody still up? You know, you're making it very difficult for me to sneak in.
Will: Ashley, even you should know if you're trying to get past Uncle Phil you don't go through the kitchen.
Ashley: I guess I have a lot to learn.
Will: No, you learn too much. What you doing trying to run my phone scam for?
Ashley: Well, it worked.
Will: That's not the point. Look, the point is you don't realize the dangers that are lurking out there. Look, Ashley, listen. Guys are only after two things.
Ashley: I thought they were only after one.
Will: Well, yeah, but they wanna do it more than once.

Philip: I can't stand all that chirping. Geoffrey! Geoffrey!
Geoffrey: You rang?
Philip: Where did you last put the insecticide?
Geoffrey: In your soup.
Carlton: Boy, you're a grumpy Gus.

Philip: [answers phone] Hello. This is Philip Banks. Well, no, I haven't seen Randy and Ashley's been home since 10:30. Well, I'll call you back if she knows anything. [hangs up] Oh, that was Randy's father. Apparently, Randy decided to go somewhere else after dropping Ashley off. Thank God I have a responsible child.
Will: Hey, hey, hey! Hey. Hey, man. Where are you going?
Philip: I'm gonna go ask Ashley if she knows where Randy went.
Will: Oh, man, you're not gonna just go up there and wake her up, are you? I mean, she... she... she could already have morning breath.
Philip: Will, please. Randy's father has a very serious problem. If she did something like that, I'd throttle her.
Will: No, no, no. Throttling isn't anything like killing, is it?
Hilary: Not exactly. The second definition of throttle is, "To strangle, choke." Killing is the result of throttling.
Carlton: Either way, I think we're about to see a demonstration.

Branford Marsalis: It worked?
Will: Perfect, Branford, you hear?
Branford Marsalis: Good, I'm glad you liked it. So, Will, I'm off like a dirty shirt.
Will: Hey, peace with two fingers, man. Give J some for me, all right? [to camera] There's definitely some perks to working for NBC.

Carlton: I call the couch in the living room.
Will: No, I'm sleeping on the couch. You can sleep under the couch, you squidgit.