Vivian: Well, I'm all set for dance class. Has anybody seen my keys? Where's my purse? Where's my car?
Philip: Aunt Viv, maybe I should drive you. I gotta go down to Jazz's anyway.
Vivian: Oh, I'd appreciate that, Will.
Ashley: Mom, before you go, could you sign this so I can go to cheerleader tryouts?
Vivian: Oh, Ashley, I am so proud of you. Sweety, I know you've wanted to do this since you were a child. But just remember: no matter how nervous you get don't give up. No matter what the odds. Even if you feel foolish leaving an important position at your school. You have to hold your head up high, walk out that door, get in your car, and follow your dream. [exits]
Will: Y'all remember that movie, One Flew Over the Cuckoo's Nest?

Will: Hey, hey, hey! Say hello to Miss Pompom!
Vivian: Ashley, you made cheerleader?
Ashley: Yes! Will's cheer did it.
Will: Okay, go on, show them your moves.
Ashley: Okay, Will, but you'll have to fill in for little Bobby Greenspan.
Will: Okay, that'll be swell. One, two, three, four.
Will & Ashley: [sing] Woof woof Woof woof Your school is whack Your school is whack Wherever y'all came from Just take your butts back

Ashley: Well, they're kind of having cheerleader tryouts at school and I sort of thought about going. But, you know, that's kind of a stupid idea, so I sort of blew it off.
Will: Oh well, I think that being a cheerleader is a kind of, you know, a sort of a good idea.
Ashley: Do you think I have a chance?
Will: Of course you do. Yo, back in Philly the girls had this cheer, right that, yo, really got the crowd hyped. They used to be like this. They used to, like: "We beat them, we dissed them, we kicked they butt good. But that was kind of stupid, y'all, we in they neighborhood! Run!"

Will: Man, Carlton, that's kind of a smooth tie you've got there, man. Here, let me check that joint out.
Carlton: Sure. It's silk twill, hand sewn in Italy. [whips tie] That spider been getting on my nerves all day, man. Check this out! I dotted the "l" on Armani!

Carlton: There's Stacey Cooper, the dean's daughter. You know, I heard her mother had some extensive plastic surgery.
Ashley: Carlton, that is her mother.
Will: What happened to the rest of her chins? Oh, yo, they look good down there.

Hilary: Thank God. I got to the mall right as it was closing. They made a huge fuss just because I asked them to turn the escalator back on. Anyway our present is going to be perfect. It's a very conservative, long wool skirt.

Carlton: Mom, isn't that your costume from Halloween? You know, the year you came as Tina Turner?
Vivian: It certainly is.
Ashley: You're not going to sing Proud Mary again, are you?
Vivian: Well, I might. The night is young, baby, and so am l. My life is great, this party's gonna be great and I look fantastic.
Hilary: Yeah, Mom, you do.
Carlton: You look great.
Vivian: I look stupid, don't l?
Philip: Oh, Vivian.

Vivian: Oh, Philip, this has all been just perfect.
Philip: Oh, has? Oh, no. The night's not over yet.
All: Surprise!
Will: [all rap] Yo, yo, we're here to display
Carlton: A look at a woman who is forty today
Hilary: She's smart and well-dressed, so just to give thanks
Ashley: This is your life, Vivian Banks!

Will: Hold up, y'all. Hold up, hold up, hold up. Now, see a lot of people make jokes about being 40, but we're not living like that here. You know, 'cause 40 ain't old... If you're a giant sequoia!
Hilary: After all, life begins at 40. Oops, did I say "life"? I meant...
Will: The beginning of the end!

Ashley: Well, what did you get her?
Hilary: This is Mom-proof. Any professor would be proud to carry this whether she's wearing a dress or a G-string.
Will: 'Course, with that second outfit, attendance would shoot up. Among other things.