Top 500 Quotes From Will Smith

Carlton: I don't like the cut of that boy's jib.
Will: Carlton, I don't think you should be LOOKING at that boy's jib.

Will: Ain't nobody gonna make me forget about my fiancÈe. I love... Lucy.

Prof. Jeremy Mansfield: [to Will] Can I get by?
William: Not with those looks.

Will: I'm sorry, Aunt Viv.
Vivian: You're sorry? Will, how many times are we going to hear 'I'm sorry'? When are you going to start acting responsible and take accountability for your actions?
Will: [pause] I'm sorry, Aunt Viv.

Will: Uncle Phil, you shouldn't leave me here alone. Did you ever see the movie House Party?
Philip: No. Did you see the Terminator?

[Will is pretending to be Ashley's father]
Miss: Oh, Mr. Smith, did you forget something?
Will: Yes, I forgot to give you my direct line.
Miss: Look, I'm really flattered, but...
Will: You know... that is quite an intoxicating fragrance.
Miss: Come closer.
Will: Heyyyyyyy.
Miss: [moves closer to Will] That's a fake moustache!
Will: No, it's not!
Miss: [rips off Will's fake moustache] Yes it is!
Will: No, it's not!
Miss: Look, I don't know who you are, but I'm calling your real parents right now.
Ashley: Will!
Will: No, it's not!
Ashley: Miss Sharpe...
Will: It's not!

Will: [to Phillip] Hey, hey, hey man. Man, have I told you how thin you're lookin' lately?

Will: Girl, if God created anything less beautiful than you, I hope He kept it for Himself.

William: Uncle Phil, that is not cool, the way you dissing my father like that.
Philip: The hell with your father.
Vivian: Philip, for God's sake.
Philip: He waltzes in here after 15 years?
William: Fourteen.
Philip: Excuse me. Fourteen years and acts like nothing has happened. Wake up, Will. This is the same guy who didn't think enough of you to pick up the damn phone!
William: He made a mistake. I'm sorry that everybody can't be as perfect as you, Uncle Phil, but if I can forgive him, how come you can't?
Philip: Because he's not doing this for you, he's doing this for himself and if you think any differently, then you're a fool!
Vivian: Hey, just cool it. Just cool down. We can talk about this another time.
William: You know what, Aunt Viv? Ain't even nothing to talk about. I've been waiting for this for a long time, my whole life and ain't nobody gonna stop me. Come tomorrow, I'm out of here.
Philip: Oh yeah, I don't think so.
William: Who cares what you think? You are not my father!
[storms off]

William: [to Uncle Phil and Aunt Viv] How y'all doing? l just got my hair cut. Kind of fly, huh?
Philip: l don't understand why you get your hair cut like that.
William: Come on, Uncle Phil. All the brothers in Philly play their hair like this. Hair on top, none on the sides.
[looks at Uncle Phil]
William: But l guess y'all got kind of a reverse thing going on here.

Will: Yo, Carlton.
Carlton: Yeah?
Will: Those cops were just doing their jobs?
Carlton: Will, don't get all bent out of shape.
Will: Man, you ain't learn nothing this weekend, did you?
Carlton: I most certainly did. Always bring a map.
Will: What?
Carlton: If we would have a map, we wouldn't have had to drive two miles an hour trying to find a freeway entrance and we wouldn't have been stopped.
Will: Oh, ok, ok. I get it now. We were stopped because we were driving too slow. Yeah, we were breaking the slowness limit. Oh, ok, well you see, I've never heard of that law before, but I did hear this other law. It's called the "if you see a black guy driving anything but a burnt-out Pinto, you better stop him because he stole it" law. Yeah, I've heard that one. Oh, but see, I thought it was the black guy law when in actuality, it was the slowness limit law. Oh, thank you for sharing that with me, Carlton. Good night.

Kellogg: Hooo, Will! Name's Kellogg.
Will: Listen Cornflake...
Will: 'Ho' is not a word you want to be yelling around. I think the word you're looking for is 'Yo.'

Vivian: [to Will] Where have you been?
William: At the fridge.
Philip: At this hour?
William: It's 8:00.
Vivian: Listen to us, Philip. We're overreacting.
Philip: This is Will. There's no such thing as overreacting.
William: Adolf, Eva, why don't you just take it easy?

[Uncle Phil just grounded Will and took away all of his privileges]
Will: Why don't you just do me like Kunta Kinte and cut off my foot?

Phillip: [when Uncle Phil introduces Will to a group of lawyers] Will, this is Firth, Wynn, and Meyer.
Will: Yo, Earth, Wind, and Fire. When's your next record coming out?

William: [to Carlton] Let's get something straight, Carlton. I've been out here for two months. I'm getting yelled at home, shouted at school, grounded, and threatened with expulsion on an almost daily basis. And now, when I finally find something I'm down with it, you can't take it. Well, I'm not about to sell myself short just so you can look good. So just grow up.

Philip: We'll just hop a ride to the nearest gas station. We used to do it a lot in the 60's.
William: Uncle Phil, could you take a stroll into the 90's. We are three black men on the side of a mountain road. The only people who are gonna stop are gonna have on sheets and be saying stuff like, "Get 'em, Jim Bob."

William: At least my uncle stands for something.
Judge: What? A buffet?

Ashley: Will, are you alright?
William: Yeah why?
Ashley: You were just singing 'Lady' to a melon.
William: That's how I check to see if they're ripe.

William: [about the book Carlton's reading] "How to Beat the Odds"? Sorry, C. No way to beat it. You're odd.

William: [looking at his fat suit] Looks like Lorraina Bobbitt got to this suit, eh?

William: [to Uncle Phil after he gets subpoenaed] You mean, I buy a car without your permission, I drive it without insurance, and you get sued? Dah, well, works for me.

William: Shut up, Carlton, before we send you back to the white family that left you here.

William: Yo, baby, I'm definetly straight out the hood.
Mimi: That was the worst homeboy act I've ever heard.

Phillip: No sex before marriage, Will.
Will: Come on, Uncle Phil. This is the 90's.
Phillip: Try a cold shower.
Will: I've been doing that since the 80's. It don't work no more.

Carlton: [after being scolded by Will for being selfish] You know what your problem is?
Will: No, I don't...
Carlton: You're a slacker. You say you want things but you're never willing to work for it! You never make the sacrifice. You think you're just gonna charm your way through; just like your father!
Will: [pause] Let me tell you something. I am *nothing* like my father, all right?

William: Where we come from, age don't make no difference.

Philip: [when Will tries to give him a handshake] I don't want your hand, I want my rent.
William: Oh, man, I don't believe... did you learn nothing from all this mess?
Philip: Yeah. Never rent to relatives.

William: [sneezes]
Carlton: Okay, Will, I'm onto you.
William: Look, Carlton, man. I have no idea what you are talking about.
Carlton: I'm not stupid, Will. It's all coming together. The runny nose, the watery eyes. You just couldn't keep your hands to yourself.
William: Look, look, Carlton. Now, I know you are sick, probably a little delirious now. You probably had one too many of those children's aspirin or something.
Carlton: That piece was mine.
William: You ain't get to get all nasty.
Carlton: You shouldn't have done it, Will.
William: I know, I know, Carlton. I'm sorry. I shouldn't have taken Paula out. You're right, man. She was coming onto me. I just couldn't resist, man.
Carlton: Paula? I was talking about that last piece of cheesecake.
William: [looks around and starts stammering] Uh, so was I. See, you ain't hip to it. See in Philly, we name our food, right? Like cheesecake is Paula and uh, a Snack Pack is Boomsheeka.
[looks toward the camera and speaks into it]
William: I can't see him, you can. Is he buying it?
Carlton: [folds his arms and sneers at Will]

Carlton: [the very last lines of the series]
[Will sadly walks through the empty Banks' living room one last time; he makes his way towards the kitchen and turns off the lights. Carlton is still upstairs using the bathroom]
Carlton: HEY! WHO TURNED OUT THE LIGHTS?
[Carlton runs down the stairs pulling his pants up]
Carlton: WHERE IS EVERYBODY?
Will: [Will stops as he watches Carlton run out the back door] I am definitely gonna miss you, C!

Philip: [to Will] Get out of the car.
William: But, Uncle Phil, you just said th...
Philip: Get out of the damn car!

William: Wait, I gotta get Professor Mansfield's signature to drop this class? He's never gonna do that, there's got to be some other way.
Registrar: Well actually there *is* one other way.
William: What is it?
Registrar: Make it one of your demands when you climb the bell tower with a rifle.

Scorpius: I'm losing it! I'm losing it!
William: Dah, like you ever had it!

Carlton: How dare you not take Will. He's full of potential!
Top: That's why we want him. It's you we don't want.
Carlton: Me? But I did everything! I cooked, I cleaned, I hand-washed your toilets...
Top: Everything your butler does for you. I'm not accepting no prep school, Bel-Air bred sellout into my fraternity.
Will: [stepping forward] Homie, you can stop all that...
Carlton: No, wait, Will. I got this one.
[turns back to Top Dog]
Carlton: You think I'm a sellout, why? Because I live in a big house or I dress a certain way? Or maybe it's because I like Barry Manilow.
Will: [to the crowd] Uh, he meant Barry White, y'all.
Carlton: Being black isn't what I'm trying to be, it's what I am. I'm running the same race and jumping the same hurdles you are, so why are you tripping me up? You said we need to stick together, but you don't even know what that means. If you ask me, you're the real sellout.

Will: I can kiss heaven good-bye, cause its got to be a sin to look this good.

Carlton: Will, just face it, the better man won.
Will: Oh yeah, well the bigger badder man's about to beat the better man into oblivion!

Jim: Drinking contests are nowheresville. You want to prove yourself you do a chicken run. You and this other guy race towards a cliff, first one to jump is chicken. That's how I got here, I won.
William: Let's see, you drove off a cliff, the other dude who didn't is probably laying up under your girl, and you're here for eternity playing poker with no chips. Way to go.
Jim: Hey, he called me yellow!
Judith: Oh please, Rebel without a clue. It's people like you that make me glad I never had kids.

[Uncle Phil makes Will confess to the family about Carlton's overdose]
William: Um... the pills that Carlton took... they were from my locker.
Vivian: What?
William: I'm sorry, Aunt Viv. I mean, I... I had basketball practice and I had finals, and everything... and one of the guys at school just offered me some stuff to help me stay awake.
[getting choked up]
William: Then Carlton...
[pause]
William: Look, all I know... is that somebody real close to me that I love a whole lot could be dead right now, and it would be all my fault.
[to Carlton]
William: I'm sorry, man.
[starts crying]
William: I'm sorry.

Will: [after Kathleen screams when Will says "Breath Mints" one more time] And your Mom sucks breath mints, *too*!

Carlton: Wait 'till we come downstairs in these tuxes. People may not think we're twins, but I'll bet they'll think we're brothers.
Will: You know, I don't think you'll have to worry about anybody mistaking you for a brother.

Carlton: [about his date] I'm not bringing her anywhere near you.
William: I'm your cousin.
Carlton: The cousin that stole every woman I ever had.
William: Oh, please. I stole one girl.
Carlton: My point exactly.

William: Aunt Viv, Uncle Phil. Now, there's somebody in this house who needs to talk about sex and it ain't one of us.
Philip: But that only leaves.. oh, God, tell me it's Geoffrey.

Carlton: Will, I've never judged you, but you always act like you carry around some measure of blackness that I don't live up to.
Will: Wait a minute, you never judged me? You do everything except carry around a big 'ol gavel. You act like I'm an idiot just because I talk different.

Vivian: Did you enjoy the trip?
Will: Oh, yo, the plane ride was stupid! I was looking for first class...
Phillip: Excuse me?
Will: No, I was sayin' the plane was dope! So, I was looking for...
Phillip: Excuse me?
Will: No. Stupid, dope. Oh. No, that doesn't mean what you... um, how would he say it? Oh, the flight was really neat, yeah.

[Will and Carlton are out on a ledge when the counselor joins them]
Counselor: Don't panic. I'm with the Crisis Intervention Unit. You're young; You're young.
[pulls out an index card and reads it]
Counselor: 'And you have everything to live for.'
William: Just get us down.
Counselor: There you go putting the cart before the horse.
[reads from the card again]
Counselor: Now hand me the baby.
William: What you talking about, we ain't got no baby, man.
Counselor: Oh. My bad.
William: Get out of the way, fool!
Counselor: Hey, there's no need for name calling. Sticks and stones may break your bones, but a fifty foot fall will kill y'all.
[smiles]
Counselor: I made that up myself.
William: That civil service exam is real easy, isn't it?

[on why he wants to learn Tae Kwan-Do]
William: I want to kick ass like Steven Seagal.
Mr. Yoshi: Oh, you want to be a bad actor?

William: I'm stuck between buns of brass
[looks at Susan]
William: and brains of brick.
[looks at Carlton]

William: There ain't gonna be a rematch. When he gets out of the hospital, he can have her.
Philip: She dumped you?
William: Man you crazy?... Yeah.
Philip: It was a nice ride while it lasted.
William: I think I loved her.
Philip: Bull, you hardly knew her.
William: No, no. Uncle Phil, I knew her. You know what I'm saying? I knew her.
Philip: You might have known her intimately, but you didn't know her well. Come on, face it, Will, it was the lifestyle you're in love with.
William: Time out. You trying to say that the only reason I loved her was because she was rich and let me sponge off of her? Then I love you too, Uncle Phil.

Will: Hey Carlton. Those cops were just trying to do their jobs?
Carlton: Will, don't get all bent out of shape.
Will: Man you ain't learned nothing this weekend did you?
Carlton: I most certainly did. Always bring a map.
Will: What?
Carlton: Will if we had brought a map, we wouldn't have had to drive 2 miles an hour trying to find a freeway entrance. And we wouldn't have been stopped.
Will: Oh ok I get it now. So we were stopped because we were driving too slow. We were breaking the slowness limit. Ohh see I ever heard of that law Carlton, but I did hear about this one. It's called the "if you see a black guy driving anything but a burnt out pinto, you better stop him because he stole it" law. Yeah I heard about that one, but see I thought it was the black guy law but in actuality we were breaking the slowness limit law. Oh, thank you for sharing with me Carlton. Good night.
Carlton: They were just doing their jobs.
Will: Good night Carlton.
Carlton: What is your complaint here? We were detained for a few hours, dad cleared things up and we were released. The system works.
Will: Well I hope you like that system because you're going to be seeing a lot of it in your lifetime.
Carlton: Not if I bring a map.
Will: You just don't get it do you? No map is gonna save you. Or neither is your glee club, or your fancy bel-air address or who your daddy is. Because when you're driving a nice car in a strange neighborhood, none of that matters! They only see one thing... ..
Carlton: Well maybe growing up where you did has made you a little touchy. Will you're blowing this way out of proportion. If you look at the facts... ..
Phillip: Carlton? It's late. School day tomorrow son.
Carlton: Yeah yeah ok dad. You know? It was awfully nice of Mr. Firth to help us out. I'll have to write him a thank you note.
Phillip: Shouldn't have happened in the first place.
Carlton: Hey dad if you were a policeman and you saw a car driving 2 miles an hour, wouldn't you stop it?
Phillip: I asked myself that same question the first time I was stopped. Good night.
Carlton: I would stop it.

William: Hilary, this is...
Lou: I'm Will's father...
Hilary: Oh, come on. Will's father is a deadbeat who left him and his mom flat.

William: Hey, hey, hey. What up, dog?
Carlton: Dog? Will, this is a place of business, not a kennel.

William: Uncle Phil? l just wanted to say thanks for coming to the pool hall and saving my butt tonight. l ain't seen too many people shoot like that. Where did you to shoot like that?
Philip: Let's just say, l've spent time in a pool hall or two in my life. l know what goes on there which is why l don't want you going down there in the first place. You think l want to spoil your fun? l just want you to come home in one piece.

Vivian: [about Ice Tray and Hilary] l'm glad they had fun together.
William: Me, too. lt's just a shame he had to leave before he had a chance to ruin her life.
Vivian: l'm sorry l said that, it's just that...
William: But you meant it. lt was cool as long as Tray was some clown to come out here and bring me some cheesesteaks and cheer me up.
Vivian: Hold on.
William: The second you found out Hilary liked him, you wanted him out. That's something l'd expect from Uncle Phil, not from you, Aunt Viv.
Vivian: Hilary is my daughter, Will.
William: And Tray is my best friend. We grew up together. We're from the same neighborhood. We're the same person. lf Tray's not good enough for this family, then maybe l'm not.
Vivian: You are not the same person.
William: l know who l am.
Vivian: No, you listen to me. l can see why you like lce Tray. He's a lot of fun. Everything's a joke to him: school, work, people. He doesn't care about anything.
William: He always managed to care about me.
Vivian: l'm glad he's a good friend, but that doesn't change who he is. l'm sorry, but a young man his age should be able to do something else besides fight and jump fences.
William: You weren't there.
Vivian: l know, but still...
William: When l was in 7th grade, trying to bring books home from school, the kids would jump me, so Tray started walking me home. lf he hadn't been there to throw those punches and help me jump fences, then maybe l wouldn't be here.
Vivian: While he was busy protecting your books, where the hell were his?
William: What's that got to do with anything?
Vivian: l'm glad he cared so much about you, but why doesn't he care as much about himself?
William: Because nobody was there for Tray. lf he hadn't been there to cover my back, maybe l wouldn't care about myself either.
Vivian: And that would be an awful waste.

[theme song - new verses]
Will: I got in one little fight, and my mom got scared / and said "You're moving with your Auntie and Uncle in Bel-Air!" / I begged and pleaded with her day after day / but she packed my suitcase and send me on my way / She gave me a kiss and then she gave me my ticket / I put my Walkman on and said, "I might as well kick it!" / First class, yo this is bad / Drinking orange juice out of a champagne glass / Is this what the people of Bel-Air living like? / Hmmmmm, this might be alright...

Bryan: [to Will] Man, back off me, man. I just wanna have some fun.
William: Fun? Does this look like a place to have fun? I don't think so. Ain't nobody gonna have no fun up in here. Not me, not you, not her...
Samatha: And definitely not me. Goodbye, Will.
[storms off]
William: Whoa, baby, come back here... what is her name?

[Will wants to take Lady Penelope out for the evening]
Geoffrey: Master William, I hope you realize the seriousness of the situation.
Will: G, why are you trippin? She's just a girl.
Geoffrey: Just a girl? Master William, if all 895 members of the Royal Family suddenly died, she would be the next Queen of England.
Will: Now, where would that put me?

Carlton: It's pointless for Dad to get this extra life insurance. He'll probably outlive all of us.
William: Only if he eats us first.

Lester: Anita is my psychiatrist, Will.
William: Oh, yeah, right, and I just won a Grammy. Come on, man to man, toe to toe. Come on!
[paces back and forth, ready to fight Lester]
Lester: Will! Will, I understand your anger and if you want to take out your passive-aggressive feelings towards your absent father on me, go ahead.
William: [stops pacing and looks around confused] Man, you really must be seeing a shrink.

Hattie: Back home my Zeke loved our swimming hole. He'd strip down to his birthday suit and jump right in.
Will: Granny, please, it's almost dinner time.
Hattie: [laughs] He'd be in there swimming with Melvin all the time.
Philip: Uh, Mama, I don't think anybody wants to hear about Melvin.
Carlton: Au contraire, Dad, the Melvin stories are classic.
Will: So Melvin was like your best friend?
Hilary: Melvin was his pig.

Will: [singing] I'm stuck in the basement sitting on a tricycle, girlfriend getting on my nerves. Going outta my mind, I thought she was fine, don't know if her body is hers.

Will: Uncle Phil, I don't think all this legal talk is gonna work. I mean, the only legal phrase these people know is, "Will the defendant please rise?"

Philip: This is an outrage.
William: Look, Uncle Phil. I swear that dent was in the car before I hit that mailbox.
Philip: What dent?
William: Exactly. So what was you saying?

William: Hey, man. I'm from Philly. We had to save up to be poor! You don't get it.
Noah: Yeah, I get it alright. You come down here with your X-cap and your cool Doc Martens, and you're all "dope" and "word to your mother", and you think that makes you committed. This isn't a game, Will, and if you think it is, then maybe you better not come back because you don't get it.

Will: I have never seen so many women that I have wanted to give mouth to mouth resuscitation to!

Kathleen: Will, it's fine.
Will: Uh uh, I'm a grown man lying under a table, hugging a teddy bear. I am NOT fine.

Philip: A hard head makes for a soft behind.
William: So, you're gonna spank me?

Will: [after an upset Carlton knocks over Will's breakfast tray in the hospital] I was gonna eat that, man.

[the theme song]
Will: [singing] Now this is a story all about how / my life got twisted, turned upside down, / and I'd like to take a minute, just sit right there, / I'll tell you how I became the Prince of a town called Bel-Air... / In West Philadelphia, born and raised / on the playground where I spent most of my days / Chilling out, maxing, relaxing all cool / and all shooting some b-ball outside of the school / when a couple of guys, they were up to no good / started making trouble in my neighbourhood / I got in one little fight, and my mom got scared / and said "You're moving with your Auntie and Uncle in Bel-Air!" / I whistled for a cab, and when it came near / the license plate said "Fresh" and had a dice in the mirror / If anything, I could say that this cab was rare / But I thought: "Nah, forget it. Yo homes, to Bel-air!" / I pulled up to a house about seven or eight / and I yelled to the cabby "Yo homes, smell you later!" / Looked at my kingdom, I was finally there / to sit on my throne as the Prince of Bel-Air!

Geoffrey: [referring on what to call Will] What would you prefer?
Will: Check this. His Royal Freshness. That's dope!

William: [to a female customer] My name's Will. Welcome to The Peacock where our motto is, "Girl, whatever you got, I want it."

Will: Kathleen, in the last 3 hours you've taken out your eyeballs, your fingernails, your eyelids, and your hair. What other parts of your body can I get at the mall?

Carlton: Will, let me tell you a little story about the grasshopper and the ant.
William: Carlton, I really don't feel like hearing about you and your little friends, ok?
Carlton: [Will is about to leave, but Carlton stops him] Just listen!
[they both sit down on the couch]
Carlton: See, the grasshopper goofed off, while the ant worked hard storing up food for the winter. When the winter came, the ant had food, but the grasshopper starved to death. You know what the moral of the story is?
William: Yep! Even if we were insects, I'd be bigger than you.
[Will leaves]

Ashley: What if no one likes me?
William: Just do what Carlton does: give them money.

Philip: [talking about his old college teacher] The man changed my life. And you know how he did? He challenged me.
William: To what, a pie eating contest?

William: [as Captain Kirk] What happened? The bridge looks so different. Spasers on spun. Ow, my tooth.
[to Will]
William: Bones, help me.
Will: Dammit Jim, I'm a black boy from Philly, not a doctor.

William: Hey, look, Uncle Phil, now, just remember that sex is as natural as breathing.
[Uncle Phil glares at Will]
William: And I'm going to hold my breath 'til I'm married.

Carlton: I'm sick of being such a big loser.
Will: [faking sympathy] Aw, C - you're not big.

Will: Okay, Uncle Phil, the other night when I dropped off Wendy, I ran into Janice. She wanted to talk about the quake, so I went into her room. Then she said she wanted to slip into something more comfortable. Then we was talking and she showed me some pictures of San, San... .something and before I knew it... Tadow!
Philip: Tadow?
Will: Taaa-DOW!
Philip: Taaa-d... oh, OOOH! YOU SLEPT WITH JANICE!
[Everyone outside reacts with shock]
Ashley: [imitating Philip] Ashley, go to your room!
Carlton: Oh, I love this!
Ashley: [still imitating Philip] And take Carlton with you!
Carlton: Hey, I'm not going anywhere!
Philip: You heard what I said!

Geoffrey: [handing Carlton a big brown bag] Master Carlton, I have to take this tray up to your mother, so on your way out, would you mind taking out the garbage?
Carlton: Do I look like Roc?
Will: [sitting at the kitchen table] I don't know, Carlton. Maybe if you shaved your head bald and sanded down the square part.
Carlton: [ignores Will and hands Ashley the bag] Ashley, you take out the garbage!
Ashley: Why me?
Carlton: Because I'm bigger than you.
Will: See, that's not fair. That's only 'cause you got them shoe lifts in today.
Carlton: They're not lifts. I doubled up on my Odor-Eaters.
Ashley: [Carlton walks out of the kitchen while Ashley is holding the trash bag; Hilary walks into the kitchen and Ashley hands her the bag] Here, Hilary, you take it out!
Hilary: Out where?
Ashley: To the trash cans! You know, those things you hit every time you back out the car?
Hilary: Oh, thank God. I thought it was the neighbor's kids!
[Hilary takes the brown garbage bag from Ashley]
Hilary: THIS IS GROSS! I don't touch greasy, disgusting things!
Will: Well, just pretend it's buying you dinner afterwards.
Hilary: [Hilary walks up to Will and shoves the trash bag to him] You take it!
Will: Yo, girl!
Hilary: And for your information, dinner comes first!
[Hilary walks out of the kitchen]
Will: Oh, it's like that, right? You're just gonna slam garbage at me!
[Uncle Phil walks in the room]
Phillip: Good morning, Will.
Will: Good morning, Uncle Phil.
[Will hands Phil the dirty garbage bag]
Will: Here's your lunch!
Phillip: [Phil takes the bag and walk out of the house] Thank you!

Will: It's your world squirrel, I'm just trying to get a nut.

William: Carlton, this is the saddest sight I've ever seen. Other than your girlfriend in biker shorts.
Carlton: When did you see my girlfriend in biker shorts?
Geoffrey: Last Thursday at the tennis courts. Magnificent server.

Hilary: [to Will] I need to switch cars. Carlton said you had the keys.
William: Oh, yeah, here.
[hands Hilary the keys]
William: What's wrong with your car?
Hilary: I'm going shoe shopping. I need a wagon.

Jazz: Happy birthday, Mr Banks! Heard you had quite a soirez last night. That's French for shindig.
Phillip: What's French for 'unwelcome guest'?
Jazz: [handing him a gift] Brought this for you.
Jazz: [takes it, touched] They're false teeth.
Jazz: [Philip is slightly offended] They were my grandma's. She don't need them no more.
Jazz: [Philip drops it in disgust and stares up at him] I know that look.
Jazz: [Philip stands up] You're not getting any younger.
Jazz: [Philip grabs him] This isn't good for your back.
Jazz: [to Will] I brought this on myself.
Jazz: [cut to the front of the house and Jazz is thrown out] AAAHHH!
Will: Man, Uncle Phil, you beat your own record by like ten feet!

William: [to Uncle Phil] You the man! You the man!
[the elevator breaks down]
William: You the Big Man who broke the elevator.

Will: Hey, Carlton, what was Coach Kelly talking to you about?
Carlton: Oh, he likes to consult with me before making important game decisions.
Will: So what's it gonna be: regular or grape-flavored Gatorade?

Carlton: Freeze! Will, what the heck do you think you're doing? You can't drink!
William: Why not?
Carlton: Because you're underage. It's against the law, mister!
William: Thank you, McGruff the Crime Dog.

William: [to himself] Gee, Will, where were you when you were supposed to be with two lushish French girls? I was trapped in the bathroom with my naked aunt.

Ice: [picks up a book] Crime and Punishment.
William: That's just some tired old book Carlton's reading.
Ice: Really?
[reads the inside of the book]
Ice: ''From the library of Master William Smith.'' Who's tired now, homey?
William: They're forcing us to read that at school. l ain't gonna read it.
Ice: [as he looks at the book] Wait. This is your handwriting. ''lntriguing duality?''

William: I just need to drop this class.
Registrar: Well looking at your schedule, I'm going to guess it's Western Philosophy.
William: How'd you know that?
Registrar: Easy, it's the only class you're taking that requires you to stay awake.

Carlton: Well don't blame yourself, big guy. Blame Will. He should have told you when Luther stole his baseball.
Philip: What baseball?
William: [in Hispanic accent] What baseball? Well, baseball game where man with stick hit ball and run. Sorta like this.
[tries to run past Uncle Phil but he manages to grab Will]
Philip: Hold it! You mean to tell me that Luther stole your Willie Mays and you didn't tell me about it?

Geoffrey: My Uncle Redging always insisted that the woods were safer than the city until the day he died.
William: How did he die?
Geoffrey: He was eaten by wolves.

William: If you don't let me use your phone, I'll start singing Paula Abdul's greatest hits.

William: I thought you said it was illegal.
Geoffrey: It is. God, how I love life on the edge!

William: Look at this license plate. It used to say, "Cold Chillin." Now it just says, "Old Chilli."

Vivian: Uhhhh I can't feel it yet Philip.
Philip: Um move over to the right baby
William: Gee I'm coming downstairs I hope no one is getting busy

William: [Uncle Phil has Will in a headlock for three days] Uncle Phil?
Philip: Yes, Will?
William: Are you gonna let me go any time soon?
Philip: No, Will.

Carlton: Oh Will, have you no shame?
William: Of course, I'm ashamed of you.

Geoffrey: I'm too ashamed to talk about it, it's better if I show you...
[puts in tape]
Geoffrey: [Will jumps up, excited]
Will: You did a porno movie?
Hilary: Eww...

Will: [in a dapper suit] I guess I can kiss Heaven good bye because it has got to be a sin to look this good.

Will: Carlton, I misjudged you. You're a lot cooler than I thought. Hey, you wanna go to the club with us tonight?
Carlton: I don't have a date.
Will: Carlton, never bring a sandwich to a buffet.

Will: [very first lines of the show]
[opens the front door and hugs Geoffrey]
Will: Uncle Phil! Man! How are you doing?
Geoffrey: I am not your uncle Philip...
Will: My fault, man! I must have got the wrong crib. I didn't know there were so many brothers living in this neighborhood! We're doing all right, huh?
Geoffrey: You have the right house. I am Geoffrey, your uncle's butler.
Will: Okay. Well, I-
[pause]
Will: "Cheerio" and all that rot!
[laughs]

Carlton: [to Will] What's your complaint here? We were detained for a few hours. Dad cleared things up and we were released. The system works.
Will: l hope you like that system 'cause you'll be seeing a lot of it in your lifetime.
Carlton: Not if l bring a map.
Will: You just don't get it, do you? No map is going to save you and neither is your glee club or your fancy Bel-Air address or who your daddy is. When you're driving in a nice car in a strange neighborhood none of that matters. They only see one thing.
Carlton: Maybe growing up where you did has made you a little touchy, but l think you've blown this thing out of proportion. If you look at the facts...
[Will walks away from him]

Philip: [after Lou cancels his trip with Will and leaves] I'm sorry, Will.
William: You know what? Actually, this works out better for me, you know. The slimmies of summer come to class wearing next to nothing, you know what I'm saying...
Philip: Will, it's all right to be angry.
William: Hey, why should I be mad? At least he said goodbye this time. I just wish I hadn't wasted my money buying this stupid present.
[takes out a small statue of a father sitting with his son on his lap]
Philip: I'm sorry. You know, if there was something that l...
William: You know what, you ain't got to do nothing, Uncle Phil. Ain't like I'm still five years old, you know. Ain't like I'ma be sitting up every night asking my mom, "When's Daddy coming home?", you know. Who needs him? Hey, he wasn't there to teach me how to shoot my first basket, but I learned, didn't I? And I got pretty damn good at it too, didn't I, Uncle Phil?
Philip: Yeah, you did.
William: Got through my first date without him, right? I learned how to drive, I learned how to shave, I learned how to fight without him. I had *fourteen* great birthdays without him. He never even sent me a damn card!
[turns toward the front door]
William: [shouts] To hell with him!
[long pause as Will struggles to regain his composure]
William: I ain't need him then and I don't need him now.
Philip: Will...
William: No, you know what, Uncle Phil? I'ma get through college without him, I'ma get a great job without him, I'ma marry me a beautiful honey, and I'ma have me a whole bunch of kids. I'll be a better father than he ever was, and I sure as hell don't need him for that, 'cause ain't a damn thing he could ever teach me about how to love my kids!
[long pause; Will starts to cry]
William: How come he don't want me, man?
[Uncle Phil rushes forward to hug Will, and Will breaks down sobbing]

[Vivian once again rings the bell, annoying everyone]
Philip: Stop with the damn bell!

William: [about Geoffrey's new work uniform] Is that G or Phillip Michael Thomas?
Geoffrey: I take it you're referring to this charming uniform your aunt insisted I wear. It is my only humble opinion, but that woman must be stopped.

Carlton: You're the man, Will. You're the man. I'm just the man behind the man.
Will: Uh, what're you doin' back there?

Will: [Will has a dopey look on his face, and wearing a wig] I'm stuck in a basement, sittin' on a tricycle. Girl gettin' on my nerves.Going out of my mind. I thought she was fine. Don't know if her body is hers.

Philip: [telephone rings and Will answers it] I've never felt better since I've been on this diet of exercise and healthy food.
William: [hangs up phone] Uncle Phil, that was for you. They said you left your wallet at the donut depot.

Geoffrey: Aren't you dressed a little early for your date?
Will: I ain't going on a date. I'm going on a phone call.
Geoffrey: That's what I call safe sex.

William: Ding dong, the cricket's dead. Ashley's grounded, now you can all go to bed.

William: [to Carlton, Ashley and Hilary] Why are y'all screaming at me? I was minding my damn business eating some fruit.

William: What am I supposed to do with a dude putting his hands all over my woman? Look, besides, he deserved it. He stole one of your rings.
Michelle: Will, I gave him that ring.
William: You did?
Michelle: Yeah, I did. I give out a lot of rings.
William: Well, I'm saying, this one you gave me is the last one though, right?
Michelle: I just gave one to the paramedic.
William: I was wondering why he was taking your pulse...

Carlton: [when Carlton has a zit on his face] Look at my face!
William: Oh, please, man! We eatin' here!

William: Hey, Uncle Phil, can I talk to you for a second?
Philip: Do you have to?
William: Come on, Uncle Phil, this is serious, man. I need to talk to you about, uh... cars.
Philip: Cars?
[realizing what Will means]
Philip: Oh, cars! Well, I guess it's about time that you and I started talking about... uh, cars. Oh, no! This car isn't in trouble, is it?
William: Oh, no, no, no, no. Never been off the lot as far as I can tell.
Philip: Look, Will, driving is serious business. Now, these days you got to think about safety. You never want to go for a ride in your care without your seatbelt and uh, use your breaks, don't floor it. Because then you throw a rod, you flood your carburetor, you crack your block. Do you understand what I am saying?
William: No, man.

Will: Man, I love Halloween! It's the only time of year when a black man can wear a mask at night and not get arrested!

Will: [Dressed as a Waiter, Greeting the family] Welcome to the Briny Deep, where none of our prices are ever too steep. We've got fresh fish, you can look in our tank. To get to the bathroom, make a left at the plank. Follow me!

[last lines]
Will: I'm definitely gonna miss you C...

William: [to Uncle Phil] Hey, hey, look, look, check it out, Heavy P. Now, why don't you take your Humpty Dumpty butt on back up to the main house, because you're embarrassing us out here.

Will: [to Jazz] Hey, did your bookie take my bet?
Jazz: You down. Five C's on ULA.
Will: You are the man. Who else could have found out that the Mustangs' starting quarterback has come down with the flu?
Jazz: It pays to have friends at the urology lab.

William: Aww come on Uncle Phil, you gonna ruin my rep.
Philip: You're only 17. You don't have a rep yet.

Philip: [thinking over his drink order] I don't know. I just can't seem to decide.
Will: Well, We've got all three flavors of *Slim-fast*!
Philip: I'll have a cola, wise guy!

[outtake]
Philip: We're all glad you finally came to your senses. You have plenty of time to figure out what you wanna do with your life. And being a car salesman didn't exactly promote your *****
Will: [shocked] It didn't promote? Excuse me? It's people from the Lord! There's people of the Lord in the audience!
Philip: Well, it ain't like they ain't never used that word.
Will: We sorry! See, see, James Avery, see, he's a heathen! He's just a heathen!
Philip: Amen!
Will: He's a blasphemer!

[Carlton, Hilary and Ashley are talking about how rich the family is]
William: [to the audience] If we're so rich, why we can't afford no ceiling?
[camera moves up and shows the TV studio lights]

Philip: Will, l have a lot of work to do, so l'm gonna make this short and sweet. l don't want you taking our car downtown to some pool hall.
William: You can't do this to me.
[yells]
William: Aunt Viv! Oooh, she's gone.
Philip: That's right, Will. No one can hear you scream.

Will: Jean Claude Van Dam I'm fine!

Ashley: Poor Mom.
William: Poor Mom? Poor me! I saw Uncle Phil naked! And he was running!

William: [to Uncle Phil about telling Aunt Viv what happened when she was gone] How come you didn't tell her what really happened?
Philip: Because l don't want her to worry about it. lt's between you and me.
William: Do you think she'll put two and two together when the cops dig my body up?
Philip: Don't give me any ideas, Will.

Philip: We got to get that car back.
William: Uncle Phil, you can't go down there by yourself. You can't handle those dudes. They got guys in there that make you look like Webster.
Geoffrey: lf there are hooligans there, l should accompany you. ln the early '80s, l was sparring butler for Mr. Chuck Norris.

Jazz: Mr. Banks, I'm willing to take Hillary off your hands.
Will: Jazz, would you prefer a Muslim or a Viking burial?
Jazz: I mean, she ain't gettin' any younger. I'll put a roof over her head, and might be willing to look into a marriage license if she performs on the "test drive".
Vivian: Philip, get him.

Geoffrey: Master William... I applaud your new interest. Poetry is one of my great loves. I won first prize... at the old Devonshire poetry recital of 1963. Master William, you should have been there. The crowd rose to its feet shouting, 'Encore! Encore!'
William: That's very interesting but -
Geoffrey: 'Cannon to the right of them, cannon to the left of them, cannon in front of them, volleyed and thundered'!
Jazz: You need a last line for that?

Philip: Well, I suppose we all learned a lesson from this.
William: Yeah, don't work for you.

William: Carlton doesn't take drugs. He hates drugs. We still have to mix his aspirin in with applesauce.
Nurse: Well, that wasn't applesauce we pumped out of his stomach.

Vivian: [When Carlton comes home from the airport all beaten up] Carlton, honey, what happened?
Carlton: Will told everyone at the airport I was Bryant Gumbel.
Will: I thought I'd get my luggage faster.
Vivian: You poor baby, what did they do? Mob you for autographs?
Carlton: No, five old ladies attacked me for being mean to Willard.

Vivian: [After Will proposes a Black History class] That's not a bad idea
Will: It's not?
Philip: It's not?
Carlton: [offscreen] It's not?

William: I want to have a lot of kids like six and have them all right after another.
Carlton: Will, they're babies, not malt liquor.

William: [when he sees Aunt Viv and Uncle Phil dressed in their tennis outfits] Hey, check it out, black folks playing tennis. I wonder if there's a white guy somewhere tap-dancing.

William: Carlton, this is a photography assignment, not a Prince video.

[Will comes home to find that all the furniture in the living room has been stolen and begins to panic]
Ashley: What happened here?
Will: Man, we was robbed!
Hilary: Oh, my God! What'd they take?

Hilary: If my friends see me serving food, I'll be the Iaughingstock of BeI-Air!
William: HiIary, don't be ridicuIous. CarIton's the Iaughingstock of BeI-Air.

Will: [to Coach Kelly] Coach, listen. You're sweating it over nothing. The game is a lock. We found out that the SCU starting quarterback came down with the Canadian flu.
Coach: The Canadian flu? What the hell is that?
Will: I guess it's just like the American flu, just colder.
Coach: Hogwash. Every year, SCU tries to put out some bogus rumor about one of its star players. Mess up our game plan. Last year, their kicker had rickets.

William: Don't worry, guys, if I meet a hot woman, I'll be sure and practice safe hex.

William: Hey, Ash, say something to the baby.
[Ashley blows a raspberry]
William: Care to elaborate?
Ashley: Plenty.
William: [into a tape recorder] Don't worry. She's just upset 'cuz she found out she ain't adopted.

Hilary: Daddy, I need $500.
Will: Hil, you should really consider expanding your vocabulary a little.
Vivian: Hilary, honey, if it's for the barbecue we're catering this afternoon we have already paid you.
Hilary: It's not for the barbecue. I just want $500.

Vivian: [sings] Follow the drinking gourd, follow the drinking gourd for the old man's waiting to carry me to freedom.
[Vivian stops singing]
Vivian: Now, what do you suppose the purpose of that song was?
William: [raises his hand] Let me handle this one.
[Will stands and faces the class]
William: For those of you unfamiliar with the spirituals, allow me to explain. The slaves used to sing them to keep their spirits up and their minds on God in the face of all the oppression that they suffered.
Vivian: That was very well put, Mr. Smith, but you're wrong.
William: I beg your pardon?
Vivian: That song was written to be used as a secret code of the Underground Railroad.
[Will sits down]
Kellogg: Secret code? What do you mean?
Vivian: Well, first of all, can anyone tell me what the Underground Railroad was?
William: [raises his hand again] Now, this one l know.
[Will stands]
William: The Underground Railroad was a group of people that led the slaves to freedom.
Vivian: And when was it established?
William: During slavery.
Vivian: That covers about 250 years, Mr. Smith. Care to narrow it down a bit?
William: What do you mean, right now?
Vivian: Sit down, Mr. Smith.
[Will sits down]
Vivian: lt was established during the 1840s. Harriet Tubman, an ex-slave, was one of the leaders. These gospel songs were actually secret messages sent to tell the runaway slaves how to get to freedom. For example, ''the drinking gourd'' referred to the Big Dipper. When the slaves sang "Follow the Drinking Gourd" that signaled to the runaway slaves to run towards the Big Dipper. Along the route, they would meet with the abolitionist and escape to freedom.
William: Well, that's what I meant.

Will: I'm innocent Will, and this is Uncle Phil, attorney at law... and this is Little Carlton. He's trying to find his way back to the circus.

Will: Yo, Judge, Judge, check it, Judge. I was umm... working if you could help a brother out... ummm... he's got like two grand worth of parking tickets, ummm...
[Will sees Phil glaring at him]
Will: I-I thought he was selling condoms.

Hilary: [peeking around the corner with WIll] Is he in there?
Will: Nah, the coast is-
[Uncle Phil suddenly appears causing him to shriek in fright]
Will: - CLEEEEEEAR!

Will: Carlton, forget about Miss Right, focus on Miss Right Now.

Phillip: I want to talk to you.
Will: What about?
Phillip: You know, from the minute you walked through that door, you've been a one-man wrecking crew, trying to tear down what's taken a lot of hard work to build up, skewering everything with your flippant shenanigans!
Will: I was with you up until "skewering."

William: Come on, Ashley, let's write our letters to Santa.
Ashley: Will, don't you have something better to do with your Christmas vacation than writing some silly letter?
William: Come on, Ashley, you can help me with mine. How do you spell Vanessa Williams?

William: Why shouId I have to go to this stupid country cIub if I don't want to? How UncIe PhiI gonna pIay a nephew?
Ashley: How's Daddy gonna pIay a daughter? I can't beIieve he thinks I'm too young to gambIe. I've been eating Hilary's cooking since I was three.

William: I'm gonna be the star of this class.
Carlton: No, you're not. I am.
William: You tripping, how you figure that?
Carlton: Because the teacher's my mummy.

William: [to a guy following Hattie] Dude, for the last time, she is NOT Queen Latifah.

[Will is filming a home movie at the cabin]
William: Here we are in the lovely state of Utah.
[sotto voce]
William: Don't ask me why. Only black people I've seen have been in the Ray Charles Pepsi commercial.
Frank: You're kidding. Every time I turn around I see a black person.

Philip: [when Will and Jazz are watching a movie] I'll be back soon, Vivian. I'm gonna get a snack.
William: Jazz, hide!
Jazz: I thought your uncle was asleep.
William: He must have had that recurring nightmare where he misses a meal.

Carlton: [when everyone starts singing] Hey! Wait a minute. You guys are drowning me out. My gift to you is a solo.
William: Carlton, you can still sing solo. So low that we can't hear you.

William: How come he don't want me, man?

Will: I bet Sinbad's parents supported him when he wanted to be a comedian.
Philip: They named him Sinbad! He had two options: pirate or comic!

Vivian: [stressed out from being pregnant] I can't do this anymore.
Will: Look, me neither! I mean, getting woke up in the middle of the night by a naked man running around the house!
Geoffrey: I'm sorry! I thought you were all asleep!
Will: Not you, G...
Geoffrey: Oh, never mind!
Vivian: Look, now, everybody calm down. False alarms happen all the time.
Will: But Uncle Phil was *naked* Aunt Viv!
Phillip: [annoyed] Shut up, Will!

Ashley: The first time I asked you about sex, you totally freaked out.
Will: I did not.
Ashley: You said you had to have a license, and that I couldn't even take the test until I was 35.
Will: That part's true.
Ashley: Well, I guess there are worse things than having a cousin who's overprotective.

Will: [about the house] Yo, this is better than Love Boat! This boy gonna be maxing and relaxing.
Vivian: Will, we promised your mother you were here to work hard, straighten out, and learn some good old fashion American values.
Hilary: [walks in] Daddy, I need $300. Hilary, your cousin Will is here.
Vivian: Hilary, your cousin Will is here.
Hilary: [to Will] Hi, Will.
[turns to Uncle Phil]
Hilary: Daddy, I need $300.
Phillip: That's a lot of money,
Hilary: I need a new hat.
Phillip: For what?
Will: Probably her head.
Hilary: Ok, I'm going on this Save The Ozone Layer Celebrity Bus next Saturday. We're going to take the bus all over town to protest air pollution, and then we're going to motor to the beach and have a big bonfire.
[Will raises his hand to try and talk]
Hilary: What?
Will: I'm not an expert or anything but don't you think that driving a big old bus around town and then having a bonfire sort of adding to the pollution problem?

William: I'm telling you, Ash, this is the perfect place to take Grandma. First we'll see the llamas and the giraffes, then we'll swing by the monkey house and we'll finish with a ride on the Ferris wheel.
Ashley: Will, for the last time we are not breaking into Michael Jackson's house!

Will: I'm the manager of this place and there's a phone call for you.
Dean: Who is it?
Will: It, it's your uncle.
Dean: My only uncle is dead.
Will: Well then you should probably get it because it's probably REALLY long distance.

Ashley: I'm really glad that you're living here, Will.
Will: Oh, thanks, Ash.
Ashley: You're like the big brother I never had.
Will: Oh, wait, what are you talking about? You got Carl... you're right. I see your point.

Carlton: Look, don't you see, Will? We've got these people by the textbooks. We can charge and pretty much do whatever we want.
William: This is like sex to you, isn't it?
Carlton: Yes.

Will: I'm gonna pop that little zit when I get home.

[Will, wearing a fat suit, is spying on Lisa]
Lisa: Will? Is that you?
Will: Well it ain't Fat Albert.

William: [to Dee Dee] Would you ever wear white after Labor Day?
Dee: If it's clean and I can button it, I'll wear anything.

Oprah: [hands Will some tickets] And here.
William: What are these?
Oprah: Two tickets to the Donahue Show! Oh, and tell Phil that Oprah says "Hi!"

Will: I'm a joker. I play around. I have fun.
Phillip: Um-hum. Being a joker is what's gotten you into trouble. Well, you may think it's cool to be on the streets when you're seventeen, but when you're my age, it's a waste.
Will: Man, I can't think that far ahead.

Carlton: [Whispering to Will who has been out getting their stolen stuff back] This is Jacqueline
William: [Also whispering] This is the TV

Philip: [to Will and Carlton] I wanna know what excuse you two have for pulling such a stupid stunt.
Carlton: We needed the money.
Philip: For what? And I want the truth.
William: All right, it's like this, Uncle Phil. See, Carlton got this inside tip on a stock.
Philip: Federal offense. Go on.
William: Then we pawned Aunt Viv's bracelet to get the money for the stock.
Philip: Grand larceny. Impressive.
William: Then, we lost the money, so we had to strip to get the bracelet back.
Philip: That would be indecent exposure. Is there more?
Carlton: I'm afraid so, Dad. We never got the clasp fixed on Mom's bracelet.
Philip: [starts to laugh] You never got...
[Will and Carlton laugh with him]
Philip: I don't know what to say!
[They laugh harder]
Philip: What can I do? What do you boys think I should do?
William: I don't know, reward us for our honesty?
[Will, Carlton and Philip laugh]
William: Hey, it worked for the Beav!
Philip: The Beav!
[They all laugh harder... until Philip bursts to his feet]
Philip: DO I LOOK LIKE A WHITE GUY NAMED WARD? Now you get that bracelet back and, for the next six weeks, I don't want to hear you *breathe*, or I'm calling the Feds myself!
[Philip storms out]
William: I-I guess this probably ain't the best time to tell him we ran over the mailbox.

Carlton: [to Will] Listen, as your boss, I'm not gonna tolerate that kind of insubordination.
William: You're not my boss. You're just some butt-kissing, apple-a-day suck up that got lucky.

Will: Oh my God, Carlton! What's that hideous thing growing out of your neck?
Carlton: Where? Where?
Will: Ah, never mind. It's just your head.

Carlton: [to Will] I have compiled a special melody of songs. Give a listen:
[sings]
Carlton: Ebony and ivory, live together in perfect harmony, because the world is black, the world is white, it turns by day and then by night, since she's got jungle fever, he's got jungle fever, they've got jungle fever, we're in love!
[stops singing]
Carlton: What do you think?
William: I think you were deprived of oxygen at birth.

Vivian: So, Ed, uh, Hattie tells us that you grew up on a farm.
Ed: That's right, a horse farm.
Philip: Hmm, my daddy had a horse.
Carlton: Um, uh, Mr. Downer, what breed did you raise?
Ed: Appaloosas. They have the most beautiful spotted coats.
Philip: My dad had a spotted coat, then he had it cleaned.
Ashley: Did you have any other animals on your farm?
Ed: Oh, of course. We had chickens, cows, and a great old dog named Brownie.
Philip: My dad loved brownies. He once ate a whole pan full.
William: [to Carlton] That explains a lot.
Hilary: So what happened to your farm?
Ed: My son's there. I passed it on to him, like my dad got it from his parents.
Philip: My dad had parents. We called them Grandmom and Grandpop.
Hattie: Uh, Zeke, honey, it smells like my dessert is ready. Would you go check on it for me, please?
Ed: Mmm. Smells like sweet potato pie.
Philip: My dad liked...
Vivian: SWEET POTATO PIE!

Will: Girl, you look so good, I wish I could plant you and grow a whole FIELD of y'all.

Will: [after catching Vy and Fred in bed] Mama, no!

Carlton: [speaks into his tape recorder] Carlton's log. My cousin has finally lost his nerves. I, on the other hand, have the strength of a thousand men.
William: Will's log
[pulls tree branch off the ground]
William: is about to connect with Carlton's head!

[while unconscious, Will dreams about Carlton and himself being old and fighting]
William: I ought to knock your teeth out.
Carlton: Go ahead; they're on a glass next to my bed.

Carlton: [to Will] What do you say to an Oreo?
Will: l say, ''What's up, Carlton?'

Vivian: [when Will is going to be on a game show] Who's gonna be your partner?
William: Kellogg Liberbaum. He's gonna call me on the car phone at 8:00 that is if Uncle Phil doesn't try to fix it.
Philip: That's it! The next person to mention the phone gets a boot in their behind!
Jazz: [walks in] Mr. Banks, your phone is broken.
[scene goes to Jazz getting thrown out of the house by Uncle Phil]
Jazz: Aaahhh!

Top: [to Will] Yo, homey, I'm not supposed to say anything but you have nothing to worry about. You're in.
Will: Yo, word. Me and Carlton got in?
Top: Well, not exactly. I mean, you're cool and all, but Carlton... well, he's not exactly our type.
Will: Say what do you mean, "not our type"?
Top: Well, Carlton is not like you and me. You know what I'm saying?
Will: No, I don't know what you're saying.
Top: Will, Carlton doesn't exactly exemplify what I think a Phi Beta Gamma is.
Will: Oh, and what is that?
Top: Well, it's not Ralph Lauren shirts, wingtip shoes and corporate America. We don't need a brother like him in this fraternity.
Will: Man, he is exactly what you need in this fraternity. I mean, Carlton has been a straight-A student since preschool. He gives you 150% every time.
Top: Look, Will, I realize he's your cousin and you have to defend him, but this discussion is closed.

Will: [to Carlton as he's waking up at the hospital after overdosing from drugs] Carlton, you're at a hospital.
Carlton: I feel terrible. I never thought losing my virginity would be this painful!
Will: Carlton, I got some bad news...
Carlton: Oh, God, I malfunctioned!
Will: No. See, you never made it past the dance floor. Those pills that you took weren't vitamins.
Carlton: What were they?
Will: Look, you gotta promise you're not gonna overreact...
Carlton: What could be worse than finding out I'm still a virgin?
Will: [about the drugs] It was Speed...
Carlton: Oh, my God. I'm a drug addict *and* a virgin!
Will: Shut up! Shut up, shut up. Now be quiet!

William: You know what? You ain't never gonna change! I'm getting the last word in! Oh no you not! Oh yes I am! Damn!

William: [to Ramon] It's killing me how much you remind me of myseIf.
Ramon: Why? 'Cause we're both down with b-ball?
William: Well, no, 'cause don't nobody want to see my frog neither.

William: I had basketball practice and school, and this guy gave me these pills to help me stay awake, and then Carlton. All I know is that somebody very close to me could be dead right now and it'd be all my fault.

Audience: If you ask me, your whole damn family is crazy.
William: I'm not gonna blow up. If this was in Philly, it might have to be something, but we're on T.V., I'm just gonna chill.
Audience: And if your mama sent you out there to live with them, then she's crazy too.
William: Man, don't nobody talk about my mama!

Philip: Will, there'll be no beepers worn in this house.
Will: Yo, what's up, Uncle Phil? My mom let me wear it in Philly.
Philip: That's because she's your mother and she loves you. I'm your uncle. I just try not to hurt you.
Will: Come on, Uncle Phil, I need to keep in touch with my tasties.
Philip: I beg your pardon?
Ashley: His tasties, Daddy. You know, his chubbies, his slimmies, his old ladies?
Philip: And who are you? Queen Latifah?

William: Daddy-O! What's up?
Lou: Will. Man, I'm glad you're here. Some business came up I gotta handle. So we're gonna have to put our trip on hold. You understand.
William: [pause] Yeah, that's cool.
Lou: Just for a couple of weeks.
William: I understand.
Lou: Maybe a little longer.
William: Yeah, whatever. Whatever.
Lou: Look, I'll call you next week and we'll iron out the details. Okay?
William: Yeah, yeah.
Lou: It was great seeing you, son.
William: You too... Lou.

Simone: Carlton, slow down. I want to hear more about your collection of Sea-Monkeys.
Carlton: Will you marry me?
William: Well, there go the nerdyweds.

Jameson: [Jameson is superstisious and thinks Will is a good luck charm. His horoscope says to stay away from leos] My lucky numbers have always been 3 and 7. Will, when is your birthday?
Will: July 3rd.
Jameson: What year?
Will: 1973.
Jameson: So you were born on 7-3-73? My lucky numbers!
Phillip: Jameson, its just a coincidence.
Jameson: Coincidence? I don't think so.
Carlton: I was born August 4th, 1974.
Jameson: [Jumps back] A leo?

Hattie: I have a lot of stories I can tell you about my Zeke.
Will: Hold up... are any of them, humiliating?
Carlton: The best ones always are.

Will: [Hattie catches Will sneaking in at 3 AM] Hey Granny, don't let Uncle Phil know, but I'm just a *little* late getting in after my curfew.
Hattie: How late?
Will: Let's just say I went *out* after I was already supposed to be *in*.
Hattie: Don't do it again.
Will: Watchu doing up so late?
Hattie: Oh child, I had to get up and start breakfast. I don't know what y'all got that Geoffrey around for.

Vivian: Will is going to attend Bel-Air Academy with Carlton.
Henry: Ah, good for you, Will. I use to fence in Bel-Air.
Will: Really? How much do you think we can get for that stereo?

Will: [rejecting Phil's gift] I- I can't take this, Uncle Phil. I, um- There's something I need to tell you.
Philip: What is it?
Will: [nervously] Those pills that Carlton took... um, they- they were from my locker.
Philip: [shocked] What?
Will: [stammers] Uncle Phil, I was keeping them in case I needed them...
Philip: How could you be so stupid? You know you shouldn't be messing with drugs!
Will: [stutters nervously] I know, Uncle Phil! Somebody gave them to me at school. I didn't mean for Carlton to take them. I mean, I didn't even know if *I* was gonna take them!
[pause]
Will: I'm sorry, Uncle Phil...
Philip: [angrily cuts him off] Sorry?
[he walks up to Will]
Philip: My son could have died because of you!
Will: Look, I know Uncle Phil. That's all I've been thinking about! B-but you gotta believe me, Uncle Phil, I didn't mean to hurt him...
Philip: Yeah, well, you did! You hurt him, and you could have hurt yourself!

Will: Aunt Viv, I got the cake you wanted for the family reunion.
Vivian: Good!
Will: And guess what's in here?
[holds up a small case wallet]
Carlton: It's round, it's rubber and you'll never use it!

William: Jazz, you're the person that's suing by uncle? Man, what were you thinking about?
Jazz: I'm just trying to protect your investment. After you guys put a couple million dollars in this place, it'll be worth thousands!

Jazz: My first time was special, everything it should be, and it was only $35 dollars. Course, things were cheaper back then.
Will: That's very touching, Jazz.

Will: [when Will first arrives at the Banks' house] Hey, Uncle Phil!
[hugs Geoffrey]
Geoffrey: I am not your Uncle Philip.

Will: Look Uncle Phil, I'm saying, what's the difference between me wearing this and you in the sixties? You wore a dashiki and an afro.
Phillip: But I was making a cultural statement. You're just drawing attention to yourself.
Will: But, now correct me if I'm wrong but you don't think a 6'3", in a dashiki and an afro the size of West Philly is drawing attention to himself?

Will: Now, come on, the only way that my plan is gonna work is if you follow my instructions to the letter!
Carlton: Great! What are the instructions?
Will: "Shut The Hell Up!"

Carlton: [to Will] There's a curse on me. All the good tuxes have been rented and when I put my shoes down, a Labrador came and took off with them. What else could go wrong?
William: What about that big 'ol zit on your nose?
Carlton: Aahhh!

Will: Aahh! Man, I could kill that Carlton.
Geoffrey: If you're serious, I could make some calls.
Will: I was just kidding, G.
Geoffrey: [Unconvincingly] Me too.

William: Y'all should've seen Granny, first she climbs out the second story window, then she runs over to Jazz's car, and she pushed it when it stalled on a hill.
Vivian: [sarcastically] You're right, Philip, I don't think Hattie's up to seeing those azaleas tomorrow.

Carlton: [after discovering Will's father unexpectedly] So is he a cop?
William: He's my father.

Phillip: [to Will] You deliberately tried to embarrass me tonight and I don't get it. Your aunt and I went through a lot of trouble to bring you out here and this is the thanks we get?
Will: I ain't asked to come out here. Everyone's talking about shippin' me off, dressin' me up, and changing me into something that I don't want to be.
Phillip: Nobody wants to change you.
Will: You told me yourself I gotta straighten out, and when in doubt, act as Carlton. I don't want to be like Carlton.

William: You're not still mad at each other about the watch thing?
Tyriq: He sold me a fake Rolex.
Jazz: You paid with a fake twenty.
William: Now first of all
[turns to Tyriq]
William: you should have known it was fake when you saw that the warranty was only for two hours.
[turns to Jazz]
William: And you should have known that the Jackson on a twenty ain't Jermaine.

William: [to Kellogg] Hey, Cornflake. Remind me on Monday to talk about they' guys' mamas.

Vivian: I'll go with you.
William: You will?
Philip: You will?
Carlton: You will?

Phillip: As my father used to say, it's better to give than to receive.
Will: Your pop had a bit of a drinking problem, didn't he?

Will: Carlton, I think you've been deprived of oxygen at birth.

Will: You know, it might serve them SCU punks right. Messing up the Peacock. I've been cleaning this place up all day.
Jazz: You know, you're getting soft. The Will Smith I know wouldn't get mad. He'd get even.
Will: You know what, Jazz? Tonight, you and I will acquire a vehicle and we're going to acquire the SCU statue.
Jazz: Swipe Mikey the Mustang? Now, why would I steal something I can't sell?
Will: Well, the Jazz I know didn't need a reason to do something stupid.

Phillip: So Vivian, how were your classes today?
Vivian: Fine. I just wish my students would concentrate more on their work. They're very easily distracted.
Will: I see it every day. Don't you, Hilary?
[Hilary barks like a dog]
Vivian: Did you say something, sweetie?
Hilary: No.
[Phillip takes a drink from his glass]
Hilary: Will Smith is perfect!
Will: Why, thank you. It's so nice to be appreciated.
Phillip: Yes, but perhaps at another time. Your mother was trying to say something and I'm sure she would appreciate it if she weren't interrupted again.
Hilary: Anyway, as I was saying...
[Phillip takes another drink]
Vivian: Will Smith is the king of the universe!
Will: Why, thank you Hilary!
[Hilary barks]
Phillip: Hilary!
[Hilary barks again]
Vivian: Look, I know people get a little silly around midterms. But not at the dinner table. Hilary
Hilary: Sorry, Mom.
[Carlton clinks his fork on his glass]
Hilary: Will Smith is the scum of the earth!
Vivian: Hilary!
[Hilary barks, then Phillip takes a drink]
Hilary: However... Will Smith is the pinnacle of manliness.
[Carlton clears his throat and Hilary smacks Will upside the head]
Vivian: Hilary!
[Hilary barks, Carlton clears his throat, Hilary smacks Will again]
Ashley: What's with Hilary?

Hilary: Any professor would love this whether they were wearing a dress or g-string.
Will: Of course with that last one attendance would shoot up, among other things.

Will: I shot the Sheriff. But I did not shoot the Deputy.

William: Everyone, Uncle Phil had that heart attack because of me.
Vivian: Will, your fat joke had nothing to do with this.
William: I've been sneaking him fatty foods for a week.
Everyone: WHAT?

Will: [Will and Carlton are being chased by Mad Dog and run out the window on to the balcony screaming. Mad Dog gets stuck in the window] Ha ha ha ha, look, he's stuck! I bet you wish you hadn't have gone off that Slim Fast now, huh?
Mad: Eventually, you'll have to come back inside!
Will: Yeeaaahhh! Shut up and get back inside, you're stretching the building!

Will: I'm 19 years old and I have made some mistakes.
Philip: Yeah, I'm 45 and I make them too. The secret is to learn from them.
Will: Yeah, I learned my lesson. From now on I'm only dating girls with ugly moms.

Vivian: Why did you want a course in Black history in the first place?
Will: Because I'm interested in it.
Vivian: Are you really?
Will: Of course.
Vivian: Well, you didn't seem happy about all the work l was giving you. Weren't you the one who said if you were interested in something, you would study hard?
Will: Aunt Viv, I read the autobiography of Malcolm X like three times.
Vivian: That makes you a serious student on Black history?
Will: That's a very important book.
Vivian: Will, you can read that book, you can wear the T-shirts, put up the posters, and shout the slogans but unless you know all the history behind it - you're trivializing the entire struggle.
[Will sits down]
Vivian: Now you started something very good here, but it's up to you to follow through on it.
[Vivian hands Will a book and leaves. Will starts reading it]

Will: And in the words of my illustrious cousin: "We will make like a tree and leave."

William: For Mother's Day I got my baby shoes bronzed.
[Will shows adult sized bronzed shoes]
Ashley: These are your baby shoes?
William: Well you know what people say about people with big feet?
Ashley: No, what?
William: [Will looks confused] They say damn that guy has big feet.

Carlton: [to Will] Why don't you go live with Paula while you're sick?
William: She already asked her parents. They said no.

Will: [directly into camera] REVENGE.

Vivian: [to Hilary] Why is Trevor living in the pool house?
William: Yes, Hilary, why is Trevor living in the pool house?

Jay: Thank you Smith for clearing that up. I really appreciate it.
William: Well well, my friends call me Will.
Jay: Thanks a lot Smith, I really appreciated it.

Philip: Now, kids, you know we love you and we trust you, but if any of you are attempting to use this weekend as an excuse to engage in frivolous activities, let me make one thing perfectly clear.
[turns to Will]
Philip: Misbehavior of any kind will result in immediate grounding and suspension of allowance. Do I make myself clear?
Will: This is a racial thing, right?

Carlton: Will, it's only 7 am. What are you doing up?
Will: Oh man, I've been up for hours. I did about 20 laps in the pool, I shot some hoops, ran around the track six times, oh and I waxed your car for you, man.
Carlton: No nookie last night, huh?

Bryan: [to Ashley] The word was out on your father, but who knew your whole family was crazy?
Ashley: Bryan, I'm so sorry.
Bryan: Ashley, if you ever run away from home, give me a call.
[leaves]
Ashley: Bryan, wait...
Will: Let him go, baby.
[to Bryan]
Will: And good riddance, you little Filthy McNasty!

William: You know, you really need a woman, G.
Geoffrey: What's a woman?

Kenny: [to Ashley] Baby, I'm telling you, you got more moves than a bowl of Jell-O and there's always room for Jell-O.
Ashley: Wow!
William: Dude sounds like a jackass.
Ashley: So, when are we going out?
Kenny: Oh, I don't know, baby. You have to let me check my book and I'll get back to you. You see, I wanna make sure I can give you my undivided attention.
Carlton: Actually, Will. He's better than you.
Kenny: I mean, look at you, you got it going on. You got sweet hips, lips, and fingertips...
[sees another girl]
Kenny: , but baby got back!
[to Ashley]
Kenny: Bye, baby.
[while chasing after the girl]
Kenny: Whoa, whoa! Wait a minute!
Carlton: [to Will] Look, I know my sister needs me, but that girl is babe-a-licious!
[runs off as well]

Carlton: My life is over. I'll be expelled. They'll send me away. I'll have to get a jheri curl and a tattoo! I'll be subjected to overcrowding, bad food, and daily threats of personal violence.
William: They won't send you to prison for cheating on a test.
Carlton: I'm not talking about prison. I'm talking about public school!

Will: [Hilary is showing a very skimpy bottom-only bathing suit she just bought for Arnold Schwarzenegger's pool party] Oh darn, now Arnold will have to return his.
Vivian: I kind of like it.
Philip: I do, too. That's a good-looking hat.
Vivian: It's Hilary's new bathing suit.
Philip: When fish ride bicycles.

[a pretty girl walks into the room]
Will: Ooh, special bulletin. Hormones to Will, hormones to Will.

William: [bet on a mystery celebrity athlete thinking it was Michael Jordan, Susan Powter steps out] Mike looks different since he started playing baseball.

William: l also want to thank you for winning my money back.
Philip: Your money? l'll play you for it.

Carlton: [to Will about the PSAT] I don't believe it. You couldn't have done better than me. Somewhere there's an Asian Will Smith and he's really ticked.
William: Carlton, it was one measly little percentile point, all right? But, I won't hesitate to throw it in your face if you don't leave me alone.
Carlton: Well, everyone still knows I have the superior intellect.
[sprays kitchen window]
William: Then, why are you using car wax on the window?
[mockingly]
William: This a window, this is Windex. Can you say that, IittIe boy?

Carlton: Look, Will, I'm desperate. Take off your pants.
Will: I think you're taking this jail thing just a little too far, buddy.

Viola: [to Carlton] Oh, my goodness, aren't you handsome and looking less and less like your daddy every day.
Carlton: Ouch. Run for cover, Dad.
William: Where is he gonna hide at?

Carlton: Geoffrey, could you get us some breakfast?
Geoffrey: I'm not allowed to serve you anymore. Mr. Banks' orders.
William: G, listen, how upset was Uncle Phil last night?
Geoffrey: Well, he did something I've never seen him do in all the years I've been here.
William: What, a sit-up?
Geoffrey: It's a bit more serious than that, I'm afraid. You know the cherry cheesecake, candied yams barbecued ribs left over from yesterday?
Carlton: Yeah?
William: [Geoffrey opens up the fridge] Oh, my goodness, it's still there!

Hilary: What do you know?
Will: I know that the basic element of physics is matter. And if you were going to write a term paper, you would have to know something, from... I don't know, the first day?
Hilary: How did you find out?
Will: I have my methods, and that Toni's roommates have a combined IQ of a raisin.

Carlton: This is terrible. l'm ruined. l'll be kicked out of the glee club, l won't get into Princeton. l won't be admitted to the bar.
Will: Neither will l. The cops took my fake lD.

William: Hey, man, where you goin'?
Philip: I'm gonna go ask Ashley if she knows where Randy went.
William: Oh, man, you not gonna just go up there and wake her up, are you? I mean, she could already have morning breath.
Philip: [Will is holding his hand] Will, please.
[Will puts his hand down]
Philip: Randy's father has a very serious problem. If Ashley did something like that, I'd throttle her.
[Phil starts walking up the stairs]
William: Now, throttling isn't anything like killing, is it?
Hilary: [reading from a dictionary] 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.

Will: I remind you of where you came from and what you used to be. Now I don't know somewhere between Princeton and the office, you got soft. You forgot who you are and where you came from.
Phillip: You think you're so wise.
[Will looks away from Uncle Phil]
Phillip: Look at me when I'm talking to you. Let me tell you something, son. I grew up on the streets just like you. I encountered bigotry you could not imagine. Now you have a nice poster of Malcolm X on your wall. I heard the brother speak, I read every word he wrote. Believe me, I know where I come from.
Will: You actually heard Malcolm speak?
Phillip: That's right. So before you criticize somebody, you find out what he's all about.

Will: Yabba dabba doo, I'm in the showcase too!

Carlton: [Carlton is practicing for solo in Easter Mass] Tell your pharoah, let my people *go*!
Will: [mocking Carlton] Tell your pharoah, let my cousin *grow*!

William: No offense but y'all died for some pretty stupid reasons.
Judith: Now that's where you're wrong. We may have paid the ultimate price, but we had everybody's respect.
William: Yes, their LAST respects.

Carlton: I'm going as Macaulay Culkin, he's my idol, you know why?
William: Cuz y'all the same height?

Philip: Will, I am going back in the house and when I come out, I want all of these people gone.
William: Well, they will be if you come out in the morning, Uncle Phil.
Philip: Wait, wait. Let me get this straight, young man. You are telling me what will or will not happen in my own house?
William: Excuse me, but this is my house. I pay rent here too, eventually.
Philip: You watch how you talk to me.
William: Well, then, Uncle Phil, stop treating me like a child.
Philip: Oh, I'm sorry, I didn't realize I was talking to a man.

Michelle: Come on. This isn't goodbye. You only say goodbye to people you're never gonna see again. This is more like, see you later. I'll see you later, Will.
[walks off]
William: [puts down the ring] Good-bye, Michelle.
[walks off... then comes back and retrieves the ring]

Will: Hello... This is Tony Montana.

Will: Hey, Carlton, you will never guess who we got on the show for tomorrow.
Carlton: So there's no sense of me playing, is there?

Philip: [while in the ambulance] Would you do me a favor, Will?
William: Uncle Phil, we are not stopping for no burger!
Philip: No, no, no. Would you tell Carlton to look after the family just in case this is my last ride?
William: Your last ride? Whatcha you talking about, man? We gonna go for plenty of rides in ambulances, man.

Will: Ah, my lucky baseball mitt. My mom taught me how to play. That's why I took up basketball.

Will: You all trying to play me like that, right?
[to Carlton]
Will: What if he told you that you couldn't wear plaid anymore?
Carlton: Don't joke about that, Will.
Will: [to Hilary] What if he told you that you couldn't entertain men in the Jacuzzi anymore?
Vivian: When did you have a man in the Jacuzzi?
Hilary: This isn't about me. It's about Will.

William: [they're lost in the woods and Uncle Phil suggest flagging down a ride] Would you please take a stroll into the 90's man? We are three black men on the side of a mountain road! The only people that are gonna stop are gonna be wearin' sheets and yellin' stuff like "Get on Jim Bob!"

Carlton: I bet five on black and five on red.
William: Carlton that cancels the bet, you can't win.
Carlton: Maybe so but I can't lose either.
William: Unless it's...
[roulette wheels hits 00]

Will: Girl, you look so good, I would marry your brother just to get in your family.

Carlton: [speaking on a tape recorder while driving] Plans for Palm Springs. One: Work on golf swing. Two: Review SAT practice book. Three: Ask Mr. Furth about a summer internship.
Will: [pops up from behind Carlton's seat, wearing a Freddy Kreuger mask] Four: Get the stick out of your butt!
[Carlton screams]

Carlton: I figured it out Will. I'm gonna get Dad what he always wanted.
William: What, a Pizza Hut in the garage?
Carlton: *Better*. I'm gonna clench the election by getting an influential person to endorse him. Watch and learn.
[picks up phone, clears throat]
Carlton: Hello, is President Bush there?
[beat]
Carlton: Carlton... . Carlton Banks.
[beat]
Carlton: It's personal.
William: [Will grabs the phone and covers over the receiver] Carlton, are you by any chance an idiot?
Carlton: [grabs the phone back] "Not available"? Perhaps you should let George know that as alternate assistant treasurer to the Bel-Air junior Republicans, I'm in a position to scratch his back if he'll scratch mine. Capisce?
[beat]
Carlton: Hello?

William: [after Uncle Phil insists he, Carlton, and Will will be okay] Does Bigfoot have to come down with a chainsaw before you realize we're in trouble?

Kevin: Hi, Will. Is Ashley ready?
William: No, man! She's only 13!

William: [to Uncle Phil] I had basketball practice and school, and work...
Philip: Welcome to the real world, Will. That's no excuse, there's never an excuse!

Will: [to the football team] I cannot believe what I'm seeing. Boo-hoo, our mascot ain't here. You big bunch of babies. What about your fans? They got a lot riding on this game. Their hopes, their dreams. Their nose. Hey, listen, I'm gonna tell y'all one time and one time only. Mascots do not win football games. Players do and coaches. Hey, you know what, you gentlemen got a choice. You can give up and crawl away like spineless, gutless losers or you can pull it together. Throw it down, pick it up, strap it on, kick its butt and go out as champions!
Football: Yeah!
Will: This is the biggest game you will ever play.
Will: Yeah!
Football: Now, sure, some of you may make it to the pros, but let's be honest, for most of you, this is the end of the line.
Football: Yeah...
Will: No more big games, no more free rides. No more honeys acting like you all that. Let's be honest. We don't even know if half you all are gonna graduate.

Will: I'm going to the-to the library.
Vy: Aren't you a little overdressed?
Will: I was going to drop by and check on the, the thing.
Vy: You mean the wedding?

William: [Phil says every student has one professor that makes them who they are] I think I already found him. He's fun and funny, he makes me think about stuff in ways I never thought of before... and I just dropped his class.
Philip: Let me guess, Western Philosophy.
William: HOW DOES EVERYBODY KNOW THAT?
Philip: Because it's what you do, Will, anytime you're met with a challenge you turn and run.

Carlton: The police were doing their job. We were detained a couple hours, and dad came and got us out. The system worked.
Will: I hope you like that system, because you're gonna be seeing a lot more of it in your life.
Carlton: Not if I bring a map.
Will: Man, you don't get it, do you? A map is not gonna help you. Neither is your Glee Club, or your fancy Bel-Air address, or who your daddy is. They don't care about any of that. They only see one thing.

Nicholas: Mommy and Daddy won't let me watch "Bad Boys".
Will: "Bad Boys", huh? Whatcha gonna do?

Will: Your fraternity was called Pi Nu?
Phillip: Yes...
Will: [trying not to laugh] So... that made you, like... a Pie Man?
Phillip: Yes...
Will: So, I guess you hung out with the girls from Beta Crocker?

William: I thought you died.
Max: In Pittsburgh I died, it wasn't my fault, I was opening for a seal.

Shantay: [in Will's fantasy of having a family] Did you have a hard day shooting the naked centerfold models?
William: Yeah, today we shot LaToya Jackson. I had to keep turning off the lights because she was melting.

Will: [while on the news] Yeah, we done it. Word to Big Bird. We fIicked eight Benzitos, 15 Jags, and a Maserati! But I didn't Iike the uphoIstery so I took it back, Jack!
Newscaster: [to Carlton] Do you have anything to say?
Carlton: [in a whiny voice] Dad!

Will: Yo, man, did you know Harrison has six kids and a dead wife?
Pete: Of course I know. He's my brother.
Will: See, now, that's cold, man.
Pete: No, Will, that's business. When you're the manager, you make the tough decisions.

[after Philip reads Vivian the card that came with the flowers he gave her]
William: [takes the card] Uncle Phil, Trevor sent these flowers. They're for Hilary.
Philip: [takes the card and rips it up] Not anymore.
William: Uncle Phil... you lied to your woman!
[pause]
William: My man, give it up top.
[They hi-five]

Phillip: [Phillip and Dr. Hoover are in a fight] Dr. Hoover, the school where you got your degree, did you find it on the back of a matchbook?
Dr. Hoover: Penn State, my brother.
Phillip: Really? Good school. I was thinking of going there if my scholarship to Princeton, Yale, Wharton, and Talladega Tech had fallen through!
Dr. Hoover: Impressive, you must have been quite an athlete in your thinner days.
Phillip: Hey, hey, let's stick to the topic, okay?
Dr. Hoover: Fine. Speaking as a doctor, I think your daughter should be heavily sedated and immediately institutionalized.
Phillip: Well, speaking as a lawyer, I can only say that your daughter fits the criminal profile to a T, right down to the sloping forehead and the wide jaws suitable for grains and small rodents!
Dr. Hoover: I think you have her confused with your momma!
Will: [Phillip punches Dr. Hoover and knocks him down] That's it, Uncle Phil, you're grounded!
[to Dr. Hoover]
Will: You know, I'd be happy to prescribe something for that.

William: [to Judge Robertson] And I'll tell you another thing, if you don't like it, man, you can drop dead.
[Judge Robertson collapses to the ground]
Reporter: Oh, my God, he's dead.
William: Come on, man! If I told you to jump off a bridge, would you do it?

Lester: [to Helen] If you refuse to leave with me, you know what I'm gonna have to do?
William: Drag her home by her extensions?

Marcus: Yo man I was waiting around for you in the locker room. Why'd you let me go around you like that?
Will: What you tripping man I didn't let you go around me
Marcus: I know your game Will. You let me go around you. If you was gon play like that why you didn't you just sit in the stands?
Will: Hey man, look you impressed the scouts. You'll go to a division one college and you'll go pro. You'll be able to give your kid everything so what you beefing about?
Marcus: Oh I get it. Because I got a kid, I'm some kind of charity case? Well let's get something straight here homie. My situation does not define who I am. I define... ..who I am
Will: Yo man. I got lucky. Ok I got a rich uncle. You know a lot of brothers come from where we come from don't have those same opportunities man. That's your ticket.
Marcus: Heh. You know something my bel-air brother? You been watching too many made for TV movies.
Will: Look man I'm from Philly. I know it ain't easy to make it.
Marcus: What? To make it to the pros? It's damn near impossible. Look I'm better than good. Until I break my ankle that is then I ain't worth a dime.
[holding up a basketball]
Marcus: Look I'm not depending on this.
[points to his brain]
Marcus: I'm depending on this. My bball scholarship gon get me a free education in engineering so I can provide for my family with my mind.
Will: So you don't even want to play pro?
Marcus: Look I ain't fool now. If somebody offered me a million dollars just to dribble a basketball you best believe imma take it.
Will: With all due respect my brother, I don't think anybody gon offer you no million dollars.
Marcus: Look what I'm saying is... .the chances of that happening are slim, but me getting an education that's gon last me a lifetime? Those are the odds I'm willing to take.
Will: You a pretty deep brother.
Marcus: Yeah. And I'm a better ball player than you too.
Will: Ohhhhhh them be's fighting words. Let's do it!

Philip: Will, I want the best for Ashley. When I was young I loved classical music, but my parents could never afford lessons. I would stand in parking lot outside the Phil Harmonic, hoping to catch a spare note in the night air.
Vivian: Philip, when I met you, you were into James Brown.
Will: [laughing] He liked James Brown?
Vivian: He even wore his hair like him.
Will: [laughing harder] He had hair?

Jazz: [after seeing Geoffrey leave with Helen] I dunno 'bout West Philly, but in L.A. you don't give stuff like that away.
William: I dunno 'bout L.A., but in West Philly, you mess with some other brother's girlie, you mess around and get yourself killed!
Jazz: Well I dunno 'bout West Philly, but in L.A. we're man enough to take that risk!
William: My brother, you wanna take this outside?

William: Aahhhhhhhhhhhhh!
Carlton: Oh, God. What happened?
William: We've been robbed.
Hilary: Oh, my God. What did they take?

William: [looking in a mirror] Mirror, mirror, on the wall. Jean Claude Van Damn, I'm fine!

Prof. Jeremy Mansfield: Here's an oldie but a goodie. If a tree falls in the woods and nobody's there to see it or hear it, does it make a sound?
William: Yes, yes, it does. Well, no, no it doesn't. Well, how *big* is the tree? Or how far away is this tree from the subway? And how far away is the woods from the ghetto? If the tree falls on a gopher, does the sound that the gopher makes count? What if it fall on Uncle Phil and he hurt the tree?

Word: Yeah, you remember Omar Phelps?
Carlton: Who's Omar Phelps?
Will: That's the dude who would be spinning me over his head in the opening credits.

Phillip: What are you talking about? I weigh the same as I did in high school.
Will: Yeah, if you add up all four years.

Philip: [to Will] I had a case very similar to what you are telling me just a while ago. This guy started going out with his best friend's girl hours before they broke up.
William: He waited that long?
Philip: This other guy didn't think it was that long. He was very jealous and he shot his friend.
William: Dead?
Philip: No, let's say he is two olives short of a martini.
William: OHHHH!

Will: [singing while playing harmonica] My butler is black/My butler is blue/Cuz his honey got green/Comin' out her wazoo.

[Trying to hit on a girl]
Will: Hey baby, I noticed you noticing me and I just wanted to put you on notice that I noticed you too.

Will: Here we are. Jazz's crib.
Carlton: Crib: dwelling, home, place of residence.
[holds up note-cards and Will takes them]
Will: Hip-hop flashcards?

Carlton: [to Will] Why don't you act like an adult?
William: Why don't you look like one?

Philip: [to Will] No sex before marriage.
William: Come on, Uncle Phil. It's the 90's.
Philip: Take a cold shower.
William: I've been doing that since the 80's. It don't work no more.

Susan: You should try walking a mile in your uncle's shoes.
William: My uncle can't walk a mile in my uncle's shoes.

Philip: [looks at an envelope] Oh, my gosh!
Vivian: What is it? A boy or a girl?
Philip: This isn't a sonogram. It's a bill for $25,000 dollars. This baby's costing me a fortune.
William: Congratulations, you're having a Hilary.

Philip: I'm not going to punish you, Will.
William: ...You know, that's radical, Uncle Phil, but it just might work.
Philip: I'm not going to punish you today. Maybe not even tomorrow. You see, I need to think a long, long time about just what I'm going to do to you. I don't know, if might come to me in the middle of the night, or maybe next week, or a few years from now. In the meantime, why don't you worry about it? Be afraid, Will.
[seizes Will by his lapel and pulls him close]
Philip: Be *very* afraid.
[He releases Will and goes upstairs, laughing evilly]

Philip: [when the family is at the restaurant Will is working at] That is it! You are the most rudest, most incompetent waiter I have ever met.
William: [takes his eyepatch and bandana off] I'm not a waiter. According to my uncle, I don't even have a job!

Phillip: [Phillip and Dr. Hoover are in a fight] Dr. Hoover, the school where you got your degree, did you find it on the back of a matchbook?
Dr. Hoover: Penn State, my brother.
Phillip: Really? Good school. I was thinking of going there if my scholarship to Princeton, Yale, Warton, and Talladega Tech had fallen through!
Dr. Hoover: Impressive, you must of been quite an athlete in your thinner days.
Phillip: Hey, hey, lets stick to the topic okay?
Dr. Hoover: Fine. Speaking as a doctor, I think your daughter should be heavily sedated and immediately institutionalized.
Phillip: Well speaking as a lawyer, I can only say that your daughter fits the criminal profile to a T, right down to the sloping forehead, and the wide jaws suitable for grains and small rodents!
Dr. Hoover: I think you have her confused with your moma!
Will: [Phillip punches Dr. Hoover and knocks him down] That's it Uncle Phil, your grounded!
[to Dr. Hoover]
Will: You know, I'd be happy to perscribe something for that.

Vivian: I'm going to Berkley to give my lecture.
William: Oh ya are? When you coming back?
Vivian: Tomorrow night. Now while I'm gone, I want you to do everything your Uncle Philip says.
William: [looks at uncle Phil, who has a demonic look to him] Yo Aunt Viv, wait, don't leave. Aunt Viv, don't leave me here with him! Aunt Viv, he's gonna eat me, don't leave me here with him!

Helena: Yo mama!
William: Mama said knock you out!

Bob: Will and Jazz, if you would please, take your places in our soundproof booth.
William: Wait. That joint ain't gonna fill up with water or nothin', Bob, is it?
Bob: Not this week.

Phillip: Will, going to college isn't just about finding a job. It's about finding yourself, and finding what you do best that makes a contribution to the community. It shouldn't be just about money.
Will: You really believe that, Uncle Phil?
Phillip: Yes, son, I really do.
Will: Then how do you explain becoming a lawyer?

Ashley: Will, just a week ago, she was Carlton's girlfriend. Doesn't that mean anything to you?
William: Yes, Ashley. It means she's having a better week.

Philip: Come on people, I weigh the same as I weigh in high school.
William: Yeah, if you add up all four years.

William: Hey Granny, since we're both kinda grounded, you wanna go to our rooms and slam some doors and throw some things?

Philip: [to Will about his beeper] Get rid of that thing.
Will: Come on, Uncle Phil, what's wrong? Do you think everybody's gonna think I'm a drug dealer? Why wouldn't they think I'm a doctor?
Carlton: [takes Will's hat off, showing off his hair] 'Cause everyone knows Buckwheat never went to medical school.

Carlton: This is amazing! Did you know the odds of getting hit by an asteroid are 1 in 6,000?
William: Really? I'm feeIing kinda Iucky, man. Why don't you go outside?

Will: [to Carlton during their road trip] Look, man, I gotta go to the bathroom.
Carlton: I'm sorry, but the next bathroom break isn't scheduled for another 33 minutes.
Will: That may be so, but whether you stop or not, I'm going in one minute.

Will: Give me the gun Carlton. You owe me man I saved your life. Now give me the gun

Will: You just don't get it, do you, man? I don't want your friends. All right? If I woke up one morning and I had all of your friends and I was an Alligaroo and I wore those cute shirts with the little horses on them, I'd jump off the Empire State Building and hope to catch my eyelid on a nail.
Carlton: With quips like that, it's no wonder you're the toast of the town.

Philip: Will, you're grounded!
William: Aw, just for playing music loud? Shouldn't that just be like no dessert?

William: [to Carlton] You're going to that hospital if I have to knock you out and call an ambulance.

Will: [on Vivian's baby picture] Eat your heart out, Latoya.

Will: [about the house] Yo, this is better than Love Boat! This boy gonna be maxing and relaxing.
Phillip: Hold on just a minute, son. We promised your mother that you're here to work hard, straighten out and learn some good old-fashioned American values...
Hilary: [walks in] Dad, I need $300!

Philip: The sink is busted, and I'm trying to fix it, Will.
William: Wait, Wait, Uncle Phil, no. Geoffrey's eyebrows just grew back from the time you tried to fix the stove, man.

Carlton: I thought Ashley was in bed.
William: Yeah, and you also thought Tupac Shakur was a Jewish holiday.

Vivian: [to Will] Honey, listen to me. l just read Kayla's Shakespeare exam. lt's way below her usual work. l'm gonna have to give her a ''D'' and that kills me.
William: A ''D''? Come on.
Vivian: She's real smart, but she still has to do the work which she hasn't been doing lately.
William: That's just one bad grade. lt ain't the end the world.
Vivian: When your grades slip, we ground you and we make sure you get back on track. lf Kayla slips, she loses her scholarship and she doesn't get another chance.

Will: [runs inside] Uncle Phil! Aunt Viv!
Vivian: Will, what are you doing here? Why aren't you in San Fransico?
Phillip: Where's Carlton?
Will: Uncle Phil, before you get all angry-
Phillip: Where's Carlton?
Vivian: Where is my baby?
Will: In Compton.
Vivian: Compton?!?!
Phillip: What's he doing in Compton?
Will: A really bad imitation of me.
Phillip: Where?
Will: At Jazz's crib.
Vivian: I'm going down there right now and getting my baby back!
Phillip: Vivian, baby. Slow down. Nobody is going anywhere. Expect Will.
Will: Wait, I'm Will. Where am I going?
Phillip: Down to Jazz's crib to find your cousin.

Philip: Carlton, you can wear my old Princeton sweater today for good luck.
William: Or he could throw in the air and plug up that big hole in the ozone.

William: [about Aunt Viv being home all the time] Having her home all the time is great. She picks our clothes out for us, makes our lunches, cuts the crust off the ends of our bread. That woman must be stopped!

Will: [notices a disgruntled Ashley walking into the living room with her hair disheveled] What, you have a Patti LaBelle nightmare?
Ashley: You try hanging on to a carpet with your head out the window at 55 miles an hour!
Will: Relax, sweetheart, Burt Reynolds does it every morning, on his way to work.

Will: Jazz, I thought you said you knew how to play poker!
Jazz: Poker? You mean this isn't Go-Fish?

Carlton: The dean from Princeton will be at school this weekend. Do you know what that means?
Will: You'll be kissing some major butt?
Carlton: Exactly.

William: [Will comes into the kitchen towelling off] Man, I thought a dip in the pool would cool me off. I'm *blazing* about what Uncle Phil said to me.
Geoffrey: I'm sure when he called you a Sophomoric cretin, it was figure of speech.
William: No, that didn't bother me. It's when he said I was just Iike CarIton.
Geoffrey: Yes, I can understand your concern. Sandwich?
William: Yeah, sure. See, now, Iook, I know where I come from, man. I mean, I'm coming straight out of PhiIIy, man, and I'm proud of that. CouId you put that on a croissant for me?
Geoffrey: CertainIy. You know, Master WiIIiam, we aII change.
William: Hey, Iook, man, I haven't changed, I'm not gonna change and I'm not down with this bougie stuff.
Geoffrey: Swiss?
William: No, GorgonzoIa. Hey, man, I'm teIIing you, if there is one dude in the worId that's the totaI opposite of CarIton,
[hits his chest]
William: it's this guy standing right here, man. Hey, thanks a Iot, G. Yo, man, how you gonna pIay a brother on the Grey Poupon?
Carlton: [comes into the kitchen] Geoffrey, I'm famished. Can you make me a gargonzola sandwich on a croissant for me? Heavy on the Grey Poupon.
William: Uncle Phil is right! I'm turning into Carlton, man. Yo, that's it man. No more of these sissy sandwiches, no more preppy parties, and no more hittin' Uncle Phil for handouts, and you know what? You see this check?
[tears up the check Uncle Phil gave him]
William: Now you see it, now you don't! The Funky Fresh is back in the flesh with a vengence, homes!
[Geoffrey walks away with the sandwich made for Will, but Will stops him]
William: I'm gonna eat that though. I'm just not gonna enjoy it.

Vivian: [about Will's motorcycle] How did this get on the patio?
Will: Oh, no, no, don't worry, Aunt Viv. I was careful from when I drove it through the house.
Vivian: I mean, where did it come from?
Will: The Harley factory.
Vivian: Well, it came from Lindsey, didn't it? Now, what I wanna know is what does she get in return?
Will: Well, all the rides she wants, Aunt Viv.
Vivian: Well, you are acting like a pimp!
Will: Oh, come on. Hold it now. That is totally unfair, Aunt Viv. If a man was buying a woman all these gifts nobody would have anything to say about it, right?
Vivian: No, no, honey, it doesn't matter if you're a man or a woman. If you don't care for someone, you shouldn't accept gifts and it diminishes you every time you accept something from Lindsey. Now, you were not raised that way, boy and you know it. Now, you know what you need to do, don't you?
Will: Yeah, put out. I know, I know, I know. I give all this stuff back.
Vivian: And?
Will: I got to be honest with her.
Vivian: And you know that's right.

Eric: What's the name of your insurance company?
William: Yo'fault. I ain't gone none and I don't need none cuz it's your fault.

Carlton: Will, how long have you been on drugs?
William: I haven't been. Someone gave them to me. I've been really stressed out with everything I have...
Carlton: Will, calm down. You're not the only person in this house that hasn't thought about it.
William: You? You don't seem like the type that would even consider drugs.
Carlton: Well, I have, but after last night, I never will again.

Will: 1950. Remember Chuck Berry? Remember hula hoops? Me neither.

Phillip: Jeffery, people Frederick's age don't play with toys.
Will: Ooh Transformers! I been looking for Razorbeak since like, October!

William: [about Ashley] Look, well, somebody has to tell her. I mean, she won't do anything stupid if she has some good solid facts.
Carlton: Wrong, my hot-blooded cousin. If you tell her about sex, she's just gonna run out and do it.
Hilary: Oh, that's ridiculous, Carlton. We want to expose her to a realistic portrayal of relationships. I know. We'll rent "Pretty Woman."

William: [about Ashley] You're trying to control her too much. She's nine years old and she already has a calender telling her where she has to be and what she has to do.
Philip: But she doesn't have to worry about that because you tell her what to do? You're not her father.
William: All right. But how come you didn't even know she doesn't like the violin?
Philip: She liked it for a whole year until you moved into this house. Can you explain that?
Ashley: I never liked it, Daddy.
Vivian: That explains it.

Ashley: Will, this is all your fault!
William: What is that, like the theme of this family?

Carlton: Will, I'm sorry, I have to say something. Janet, your behavior tonight has been completely unacceptable.
Will: Carlton...
Carlton: Where I come from, manners count for a lot. I'm sorry I have to say this, but I simply can't sit here and allow this rudeness to continue. You owe everyone of us a sincere apology especially that poor waitress; and if you refuse, we are taking you home and continuing our evening without you. Do I make myself clear?

Carlton: Wow! She's cool, she's hot, she's...
William: Your baby sister, man!
Carlton: [screams]

Will: It's woman like her why God made darkness.
George: [laughs] Hey? Are you insulting my wife?
Will: Wait... hold up, cul-de-sac... I think you need to chill. I'm twice your size, and half your age, so you need to just back off.
George: Your mama!
Will: [Will drops his cookies from his hands] I know you ain't talking about my mama!
George: Okay, then let's talk about your daddy. Your daddy was so fat... that when he went to school he sat next to *everybody*! And still... he still not as fat as your fat mama!
[walks away]
Will: [Will runs to him and hits him with a bat]

Will: His highness would like you to clean his sneakers. And you will clean them with your toothbrush. Not up and down, not side to side, but in a circular motion.
Carlton: Does he want you to clean his room?
Hilary: God, no.
Carlton: Will you clean *mine*?

Philip: [to Will] We want to congratuIate you for setting such a fine exampIe for the other kids.
William: Is this some kind of sick joke?
Vivian: No, baby, not at all. We are very proud of the way you've managed to baIance your schooIwork and your part-time job.
Carlton: Is this some kind of sick joke?
Philip: These bills are no joke. You kids couId stand to Iearn a thing or two from WiII.
Hilary: Are we Iike, in the Twilight Zone? When does everyone put on the pig masks?

Hilary: Carlton told a joke.
William: No, Hilary. Carlton is a joke.

Philip: For extra money, I had to work for the Princeton Daily. My first assignment was to interview the town's most famous stripper, Boom-Boom LaSalle.
William: I wonder why they called her that.
Philip: For some reason, she took a liking to me. So, she invited me to come with her and her sister to her dressing room for drinks.
William: You the man, Uncle Phil.
Philip: Anyway, one thing led to another and before you know it, this old country boy...
[Aunt Viv slams something down on the table]
Philip: finished his Yoo-Hoo and went right home.

Ashley: Why are you guys still up? You're making it really hard for me to sneak in.
William: Ashley, you know full well if you wanna sneak past Uncle Phil, you don't go through the kitchen.

Will: What's so hard about being a comic you just stand on stage and tell jokes.
Keith: Tell jokes? Telling jokes is what your drunk uncle Lou does at weddings
Will: Uncle Lou ain't no drunk he just got a slight inner ear infection

Will: In my eyes you're still my little cousin who followed me around everywhere. Now I see you getting older and wearing makeup and putting on dresses, and... it just makes me uncomfortable to know that you have a
[whispers]
Will: sex life.
Ashley: Fine, be uncomfortable.
[starts up the stairs, sees Will on the couch kicking himself]
Ashley: Will... Derek and I didn't do anything.
[Will does a hidden 'yes!' gesture]

Phillip: You certainly have grown, Will.
Will: [petting Philip's belly] We all have!

Vivian: Carlton, being a teenage parent is very hard and you have already proved yourself irresponsible by getting yourself into this mess. How are you gonna raise him, feed him, educate him?
Carlton: Wait. You guys aren't gonna take care of us?
Vivian: Hold me back, Phillip!
[lunges toward Carlton]
William: Stand back, y'all! I got a banana and if either of you take one more step, I'll fill both of ya with potassium.

William: [to Hilary, Carlton and Ashley] All right, these are your assignments. l'll do the turkey. Ashley, you do the cranberry sauce. Carlton, you do the stuffing. Hilary, you do the yams and the rolls.
Hilary: l get two things? Why don't you just put a yoke around my neck and hitch me to a plow?
William: Hilary, l don't think it would be the worst thing in the world if you guys did some work around here. l mean, you guys are getting a fancy ride. A fancy ride in a free car.

Will: [dancing vogue style like Madonna] Michael Jordan, Al Capone, Woody Woodpecker, Fred Flintstone!

William: Sneak out? As in break the rules, Granny, YOU?
Hattie: Child, you're looking at a woman who has sneaked out to more barn dances, hayrides, and midnight skinny dips, than a chicken has pecks!

Judge: Mr. Smith, your opening statement.
William: Your Honor, I'm from West Philadelphia. Born and raised. On the playground was where I spent most of my days.

Ashley: I bet you never did all this stuff when you had me. You probably smoked cigarettes and took up horseback riding until the day you had me.
Vivian: Ashley, we took the same precautions with you that we did with Hilary and Carlton.
William: Oh, bungee jumping.

Carlton: Remember, "we must never negotiate out of fear and we must never fear to negotiate" - John F. Kennedy.
Will: But, never forget, "mama said knock you out" - LL Cool J.

Will: [to Carlton] Could you drop me off at the beach? No, scratch that. Drop me off a couple of blocks from the beach. The honeys will get nervous if they see me with a midget.

Carlton: Why don't you act like an adult?
Will: Why don't you *look* like one?

Carlton: Every time I have a big date, I get a big pimple.
William: Well, judging by the size of that thing, you must be going out with Nell Carter.

Phillip: [displeased with Will's behavior at the dinner party] I want to talk to you.
Will: About what?
Phillip: You know. From the minute you walked in that door, you've been a one-man wrecking crew trying to tear down what's taken a lot of hard work to build up, skewering everything with your flippant shenanigans!
Will: Man, I was with you until skewering.
Phillip: You know what I'm talking about. You deliberately tried to embarrass me, tonight, and I don't get it. Your aunt and I went through a lot of trouble to bring you out here, and this is the thanks we get?
Will: Man, I ain't asked to come here. Everybody's talking about shipping me off and dressing me up and changing me into something I don't want to be.
Phillip: Nobody wants to change you.
Will: You told me yourself, I got to straighten out and when in doubt, act as Carlton acts. Man, I don't want to be like Carlton. I mean, I'm a joker, I play around, I have fun.
Phillip: Mm-hmm. Being a joker is what's gotten you into trouble. Now, you may think it's cool to be on the streets when you're seventeen, but when you're my age, it's a waste.
Will: Man, I can't think that far ahead.
Phillip: Well, that's your problem. You can't take anything seriously.
Will: [stands up] Man, I don't have the problem, all right? You have the problem. All right, I remind you where you came from and what you used to be, I don't know. Now, somewhere between Princeton or the office, you got soft. You forgot who you are and where you came from.
Phillip: [scoffs] You think you're so wise.
[Will turns away]
Phillip: Look at me when I'm taking to you.
[Will turns back to Philip]
Phillip: Let me tell you something, son. I grew up on the streets just like you. I encountered bigotry you could not imagine. Now, you have a nice poster of Malcolm X on you wall. I heard the brother speak. I read every word he wrote. Believe me, I know where I come from.
Will: You actually heard Malcolm speak, man?
Phillip: That's right. So, before you criticize somebody, you find out what he's all about. I'll take care of you in the morning. I'm going to bed.
[starts to walk out of the room]
Will: Oh, hold on, does that mean I can't tell my side of the story?
Phillip: [turns around] No, you can't tell your side of the story. I know what you're all about. Believe me, the very thought of it makes me very, very tired.

William: Last night I had a dream that I went to the prom with Harriet Tubman.

William: I don't want to see no damn Hoover dam.

Prof. Jeremy Mansfield: [Will wants to participate in class after dropping it] Mr. Smith, I can't see or hear you since you are no longer here.
[pushes him to the door]
William: Oh but you can *shove* me, right?

William: I'm gettin' out of here before Dr. Hannibal Lector shows up.

Geoffrey: I'm proud to announce Miss Michelle Michaels!
William: [to Michelle] Are you stalking me?

Will: [to Ernest as he leaves] That's right. You'd best to press on before you get straight molly-wopped up in here!

[Phil and Will look at Hilary's Playboy cover]
Philip: My God, it's a miracle! She's covered up!
Will: [turns the page] But this little girl is not.
Philip: Ooooh... Hallelujah!

Will: Hey, Carlton. Do you realize that they're working you harder than everybody else?
Carlton: Nonsense. Everyone had to help re-tar the parking lot.
Will: Yeah, but the rest of us got to wear shoes.

Will: Hey Hil', what's so funny?
Hilary: Oh, Carlton just told a joke.
Will: No, Hilary, Carlton is a joke.

William: I mean, getting woke up in the middle of the night by a naked man running around the house.
Geoffrey: I'm sorry, I thought you were all asleep.
William: Not you, G.
Geoffrey: Oh, never mind.

Will: Am I alone in this, or did y'all know he was white? I mean - tall.

William: Phillip!
Philip: Vivian!
Vivian: Philllippp!
Philip: Vivian!
William: WILMA!

Carlton: Will, if I were you, I'd be preparing for the PSATs.
Will: Carlton, if I were you, I'd get a red nose and some big shoes and call it a day.

Lou: [to Will] You see, the day you were born was the happiest day of my life. The first time I held you, I didn't think I'd ever put you down.
William: So why did you?
Lou: I just wasn't ready to be a father. I started feeling trapped. Well, one day, I just panicked and ran. It was selfish and cowardly, but that's what I did. I'm sorry.
William: Look, why are you telling me this now?
Lou: Because you're my son and I love you. And I'm a different man now. I'm ready to be part of your life if you'll let me.

Will: What did I do?
Philip: What did you do? You destroyed my image!
Will: Man, I ain't destroyed nothing!
Philip: Of course you did! Look at that story! I've got to walk in that banquet room tonight filled with people who are gonna think I'm nothing but a hog-handling hick from Yamacraw!
Hattie: [from behind, offended] But that *is* where you come from, Zeke.
Philip: [startled] Mama! I was just having a few words with Will.
Hattie: And I'm having a few words with you. What have you got to be ashamed of? We always put food on the table and clothes on your back!
Philip: Mama, I'm not ashamed. There are just certain aspects of my life I don't wish to emphasize.
Hattie: [furious] Where I come from, they call that being ashamed... Mister Bigshot!
[walks away]

William: Hey Granny, watcha doing?
Hattie: Not much, I'm afraid, and your uncle intends to keep it that way. He gave me one of those books of search for word puzzles. I found all the words, now what do I do with them?

Carlton: Who said, "It's better to die on your feet than live on your knees"?
Will: I'm guessin' that one wasn't Madonna.

Carlton: If it looks like a duck, sounds like a duck, and smells like a duck, what is it?
Will: Your prom date?

William: [saying good night to the money he found] Good night, Abe, good night, Alexander, and can't forget about you, Ben!

Dr. B. Langford Oates: [looking at all white people but Carlton] What do you different about these students?
Will: Is that a trick question?

Vivian: [when Uncle Phil and Aunt Viv are in Geoffrey's room] He's not here, Phillip. Let's go.
Philip: Vivian, do you really want Hilary to find out she was conceived during a Sly Stone concert?
[they search the room. Uncle Phil sits on the bed and everyone under it cries out]
Philip: All right. Everybody out.
[everyone gets out from under the bed]
Vivian: What are you doing here?
William: What are YOU doing here? And I hope those concert tickets weren't front row.
Hilary: Is that why you always play "Hot Fun in the Summertime" on my birthday?
Carlton: And where was I conceived?
William: Probably at a white sale.

Will: Ashley, no!

Will: Well, you know what they say about guys with big feet.
Ashley: [smiling] No, what?
Will: [Uncle Phil stares angrily at Will] T-they say, "Damn, those are some big feet"!

Phillip: Will, how many times do I have to tell you that this is our living room? How would you like it if I went up into your room and suddenly started throwing chalk around?
Will: I'd be devastated.
Phillip: ...Out!

Will: Excuse me, but I think I've seen your picture somewhere before.
Attractive: Where?
Will: Oh, yeah. I think it was in the dictionary under KABLAM!

William: Hey, Uncle Phil. What's up, man, you busy?
Philip: [eating] Yes I am.
William: Look, listen. Uncle Phil, I've been acting *real* dumb.
Philip: Uh-huh.
William: Look, I know what you're thinking, "what's new", but usually I know why I be trippin', man. But this time I don't have no clue.
Philip: This about you and Lisa?
William: [Will nods his head]
Philip: Sit down. 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?
William: No, but I've seen the Flintstones like five times.
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".
William: 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". That's the difference between Men and Women.
William: Hey, wait, Uncle Phil. What is it that makes men act like that?
Philip: Uh, it's, uh... testosterone, the male hormone.
William: And women don't have testosterone?
Philip: Well, I believe they do, but there's is, uh... dormant, most of the time. Excuse me.
William: Wait, Uncle Phil, hold on. You don't know the answers to none of these questions I'm asking you, do you?
Philip: No, I guess I don't.
William: Then why didn't you just say so?
Philip: Because I'm a man.

Philip: Who's pregnant?
William: Not me.
Carlton: Me either.
Hilary: I'm going to go on a limb and make that unanimous.

Coach: [to Will] What happened to Carlton?
Will: I think my Aunt Helen dropped him on his head when he was a baby.

Phillip: Why do I always have to be the heavy?
Will: [thinks] Nah... I'm in enough trouble already.

Hilary: My therapist said that the only way to cope with Trevor's death is to confront it.
Vivian: Trevor died bungee-jumping.
Hilary: I'm working up to that. Well, I'm off to my skydiving class.
William: Yo, Hil, that's not your parachute. That's my bookbag.
Hilary: Whoops. That would've been embarrassing.

William: [to Hilary] Okay, Miss Banks, you were the previous tenant in the aforementioned pool house, is that correct?
Hilary: Yes.
William: And would you please tell us of your experiences there?
Hilary: Am I under oath?
Judge: Of course.
Hilary: Well, Trevor would come over at about...
William: Objection!

[Uncle Phil walks in wearing a red t-shirt and shorts]
William: [shouting] Hey, Kool-Aid!
Philip: I got your Kool-Aid, alright?
Ashley: You look so good! You are gonna be a hit at the Bahamas
Philip: Well, I can't wait to see your mother down there. I've been practicing my limbo.
[attempts to bend down]
Ashley: I don't know, Dad. That limbo bar gets as low as 13 inches.
William: Wow, Carlton, you could just walk right under.

Hilary: [referring to Will blackmailing her to do embarrassing things at dinner] Will, if you have an ounce of compassion, you'll let me off the hook.
Will: That's a good point.
[pauses to think]
Will: Nah! We'll do it anyway.

Philip: [to Will] You gave the money to Ramon?
William: Well, you know, it's just a Ioan, till his sneaker endorsement comes through, you know, around 2010.
Philip: Will, that was very commendabIe, but that's not what that money was raised for.
William: Come on, UncIe Phil. You said I got a break and I was supposed to give somebody eIse a break, so I gave the money to Ramon.
Vivian: He's right, Phillip. You did say that.

Hilary: Those newsletter bozos put up a big "Honk If You Hate Hilary" billboard right at the corner of Sunset and Doheny.
William: Oh, damn. That mean they took down the "Naughty Nightie" girl.

[after landing in a tree, Will realises he's still alive]
William: I'm alive! Hahahaha, I'm alive!
Augustus: What? How'd the hell you get here boy, your parachute wasn't supposed to open!

William: Thanks a lot, Ash. Now I'll never find out what Santa gets for Christmas.
Ashley: He doesn't really get an actual gift, Will. He gets love from all the kids around the world.
William: Really? What a Gyp.
Ashley: Come on, Will. Everyone knows there's no Santa Claus.
William: Wait a minute, there is no *Milli Vanilli* but there definitely is a Santa Claus!

Will: This innocence stuff was cute in high school but you're in college now, it's time to act like a man, start lying.

William: I would like to point out that Uncle Phil's head is about to explode and for once it ain't my fault.

Jazz: [to Will] Weren't you just here?
Will: I've been gone all summer. Isn't there something else you'd like to say to me?
Jazz: Now that you mention it, yeah. You dating Whoopi Goldberg?

William: Ashley, listen, guys are only after two things.
Ashley: I thought that they were only after one thing.
William: Yeah, but they wanna do it more than once.

William: Hey, Aunt Viv! UncIe Phil. Whoa, you got that mad Iook in your eyes. Let me guess. You grabbed Geoffrey's underwear by mistake, am I right?
Philip: Will, why didn't you give that check to charity Iike I toId you to?
William: What you taIking about? I did.
Philip: Don't stand there and lie to me.
William: I'm not Iying.
Philip: I just got back from the club and I've never been so humiliated. I thought we had an agreement that that money was going to go where it was most needed. Now, you march upstairs and get me that check.
William: Well, I can't. The money's gone.
Vivian: Will, how couId you have spent $1,000 aIready?
Ramon: Wow, Will, you must be loaded! You spent $1,000 and had another $1,000 to give to me for basketball camp? I gotta raise your shoeshine rate.

Bobby: [after he sees Uncle Lester fall during skiing] Daddy, when you were rolling down that big hill, you looked just like Gumby.
William: Yeah, Uncle Lester, and you sounded like Patti LaBelle.

Philip: Get up! Hurry, everybody, get up!
William: Yo, what's the matter, Uncle Phi...
[screams]
Philip: Calm down, Will, calm down. It's Vivian, she's having the baby.
William: That ain't what's scaring me. You ain't got no drawers on!

William: You're lucky I ain't gonna do you like Kunta Kinte and cut off your foot.

Carlton: This is so unfair. What about our date?
William: I don't know. I was up all night trying to learn French for, "Forget my cousin, you can both have me."

Carlton: I'm worried about my parents. I've been listening outside their bedroom.
William: Carlton, he's not hurting her.

Carlton: [to Will] Hold your permit, mister. What makes you think her daughter is gonna opt for you when she can have me?
Will: Well, number one: 'cause I won't be saying stuff like "opt." Number two: 'cause Geoffrey still has to cut up your food.

Hilary: Just toast and coffee this morning, Geoffrey.
Will: Geoffrey's not here, Hilary.
Hilary: Can he do that?
Vivian: He was so upset, I gave him the morning off. I better go check to see how he's doing.
[Vivian leaves]
Hilary: Great, so what am I supposed to do about breakfast?
Will: Oh, here's a crazy idea, Hil. How about you get it yourself?
Hilary: Fine.
[picks up the phone]
Hilary: Bel-Air Hotel? Get me room service.

Carlton: I'm calling Mom and Dad at the Bel-Air hotel!
[goes to the payphone]
Carlton: Do you have a quarter?
William: Nah. You have to buy something.
Carlton: Fine, I'll take a pack of gum.
William: Sorry, we' closed,

Will: [to Carlton] You've gone over the line. You don't never call a dude's Mom.
Carlton: Oh, so, it's ok to steal a guy's girlfriend so long as you don't tell his mommy about it?
Will: No, no. This is serious. Even in ancient times, they would kill your cattle, they would burn your village and they would stone your family, but they wouldn't never tell your mother, man.

[the girl Carlton was supposed to marry leaves him at the altar]
Carlton: When she told her parents she was going to marry me, they came and got her right away.
Will: What if the kid's yours?
Carlton: He's not.
Will: Come on, Carlton. Just because the kid's cute, doesn't mean you're not the father.

Will: [Vivian is doing her breathing exercises] Good, Aunt Vivian. Good, Aunt Vivian. Here, beg for a Scooby Snack.
Vivian: Cut it out. I'm trying to practice my breathing for Lamaze class.
Will: I don't know, Aunt Viv. Seem to me all that heavy breathing is what got you in this mess in the first place.
Vivian: Hey, hey, hey, hey!

Carlton: Is the great Will Smith admitting he's wrong?
Will: Well there's a first time for everything... but I guess you knew that.

Carlton: I'm going to drive Jackie home, hand over your car keys.
William: Okay.
[gives Carlton a key, Carlton leaves]
William: Have fun driving my gym locker! Ha ha!

Carlton: Will, have you seen Dad anywhere around?
William: [looks around for Uncle Phil and spots him] Well, that's either him or a rhino that got his horn chopped off.

Carlton: I did it.
Will: You mean you and Joann...
[Ashley walks in the room]
Will: made the deal?
Ashley: What are you talking about?
Will: Business, Ash. Have some breakfast.
[to Carlton]
Will: So, who put the offer on the table?
Carlton: She did, and the terms were so attractive I jumped on at it right away, and don't worry... I protected my investment.
[Will and Carlton run out of the room laughing as Hilary walks in]
Hilary: What was that about?
Ashley: Carlton lost his virginity.

Vivian: [walking downstairs] I'm Ready.
Phillip: Ah, finally. What took you so long?
Vivian: Oh I just spent an hour chasing my outfit on the new rotating dressrack.
Phillip: Why didn't you set the variable speed adjustment?
Vivian: Phillip, these gadgets are making my life miserable.
Phillip: Well honey, you're the one who said we should redecorate.
Vivian: Well yeah! I said we should keep up with the Joneses, honey, not the *Jetsons*!
Will: Look before this turns into a argument can we have our tickets so we can go, please?
Phillip: Oh, certainly.
[starts looking in his suit]
Vivian: You lost them did'nt you?
Phillip: No, I did'nt, I know exactly where they are. There in my desk... In my office... Downtown.
Will: Awww!
Vivian: No problem. We'll just hop on my dress rack and swing by.

William: [about Louise] Man, she always been like that?
George: Nah, she used to be mean!

Will: [to Carlton as he's waking up at the hospital after overdosing from drugs] Carlton, you're at a hospital.
Carlton: I feel terrible. The last thing I remember is doing the running man to 'I Will Always Love You'. I never thought losing my virginity would be this painful!
Will: Carlton, I got some bad news...
Carlton: Oh, God, I malfunctioned!
Will: No. See, you never made it past the dance floor. Those pills that you took weren't vitamins.
Carlton: What were they?
Will: Look, you gotta promise you're not gonna overreact...
Carlton: What could be worse than finding out I'm still a virgin?
Will: [about the drugs] It was Speed...
Carlton: Oh, my God. I'm a drug addict *and* a virgin!
Will: Shut up! Shut up, shut up. Now be quiet!

William: [Will breaks the fourth wall addressing viewers directly] There's definitely some perks working for NBC.

Will: [Addressing the man in a "Dungy the Whale" costume] Now lookie here, you big, orange, Moby *Dick*.

[Will's father came back into town, and then lied to Will about being around more and left. Phillip is trying to comfort him]
Will: Hey, you no what, you ain't got to do nothing, Uncle Phil. You know, ain't like I'm still five years old, you know? Ain't like I'm gonna be sitting every night asking my mom 'when's daddy coming home?' You know? Who needs him? Hey, he wasn't there to teach me how to shoot my first basket, but I learned it, didn't I? And I got pretty damn good at it too, didn't I, Uncle Phil?
Phillip: Yeah, you did.
Will: Got to do my first date without him, right? I learned how to ride, I learned how to shave, I learned how to fight without him. I had *fourteen* great birthdays without him; he never even sent me a damn card. The hell with him!
[pause]
Will: I didn't need him then, I won't need him now.
Phillip: Will...
Will: No, you know what, Uncle Phil? I'm gonna get through college without him, I'm gonna get a great job without him, I'm gonna marry me a beautiful honey and I'm having a whole bunch of kids. I'm gonna be a better father than he ever was. And I sure as hell don't need him for that, 'cause there ain't a damn thing he can teach me about how to love my kids!
[long pause; he's crying]
Will: How come he don't want me, man?

Carlton: [to Will about the SCU statue] Hey, what's that bucking Mustang doing here?
Will: Just a little payback to them SCU fools for that stunt they pulled yesterday. And you said I didn't have no school spirit.
Carlton: You must return it.
Will: Carlton, we're just having a little fun, man. I know how much you hate that, baby.

Geoffrey: I'm too ashamed to talk about it, it's better if I show you...
[puts in tape]
Will: [Will jumps up, excited] You did a porno movie?
Hilary: Eww...

Ramon: [to Will] See, man, one day, Ashley's gonna be breaking down my door 'cause I'm gonna save up money for basketball camp. Next thing you know, I'll be pIaying pro. You know my motto: "Keep your eyes on the prize."
William: Hey, man, that's kinda similar to my motto: "Keep your hands on their thighs."

William: Seeing as how you're in this extremeIy generous mood, I want to know if you was down with donating to the United Negro Nephew Fund. You know, they say a Saturday night is a terrible thing to waste.

Philip: Do you know what it's like to go after a girl and not get her?
Will: No.
Philip: Well, finally after two years, I learned that Janice was never going to have me so, I settled for Vivian.
[Vivian walks in and hears, then storms upstairs]
Philip: Oh no! With Vivian, with Vivian, sweetheart that came out wrong, honey! Honey! Baby?
[Geoffrey walks in]
Will: Geoffrey, prepare Mr. Banks' couch.

Will: [to Dr. Oates] Weren't you the bad dude from Goldfinger?

William: Man, I wish Luther was here, 'cuz if he were I'd... scream like a girl! Uncle Phil! Luther's in the house!
Luther: Yeah! Diggin' with my bad self!

William: I'm sleeping with the presidents. That must be how Marilyn Monroe felt.

William: [to his new teacher] Hey Sting, kick some lyrics, man.

[Will and his girlfriend are trapped in the basement after and earthquake]
Will: [singing] I'm stuck in a basement, sittin' on a tricycle, girl gettin' on my nerves; Goin' outta my mind, I thought she was fine, don't know if her body is hers.

Will: Ding dong the cricket's dead, Ashley's grounded now you all go to bed.

Will: [Trying not to anger a white prisoner who just sang opera]
[while clapping]
Will: Yo, that was dope Bob!

Girl: Excuse me, what's a nine-letter word for "Terrific?"
Will: That's easy: "Will Smith."

[Geoffrey gazing at Karen getting the courage to ask her out]
Geoffrey: Would you... like to...
William: [walks into the backyard singing] Talk about sex baby!

William: [Jim offers Will a cigarette] Ah no thanks dude, I don't smoke, and neither should you for that matter... I just gave a health tip to a dead guy.

Steffi: Hello, Mr. Banks.
Philip: What's she doing here?
William: She wandered over, lonely and crying. I didn't have the heart to turn her away.
Philip: Hit the bricks, you little tramp!
[Steffi runs away]
Philip: Out of here! And tell your mother your father has a girlfriend!

Rude: [while playing miniature golf, an old man is waiting for Will and his girlfriend to tee off] Hey Carl Lewis, put a move on it.
Will: Hey, take it easy, Pops! You'll be in a hole soon enough.

Judge: In lieu of a written lease, the law stipulates a landlord must provide his tenants with electricity, gas and plumbing.
William: Yeah.
Judge: However, air conditioning is considered a luxury. Rent cannot be withheld based on a malfunctioning appliance.
William: Meaning?
Judge: Meaning you'll have to pay the rent.

Hattie: I can't believe them charging ten dollars for these t-shirts.
William: I'll still never figure out how you managed to talk him down to $1.25 and a picture of Grandpa.

Will: If I keep the bike, I'm a pimp. If I give it back, I'm a damn fool! Ah, well, pimp it is.

Will: [to Kathleen] Maybe we don't know each other as well as we thought. Listen to me. I'm starting to sound like my Uncle Phil. Next thing I know, I'm gonna wake up bald and hungry.

Will: [rejecting Phil's gift] I- I can't take this, Uncle Phil. I, um- There's something I need to tell you.
Philip: What is it?
Will: [nervously] Those pills that Carlton took... um, they- they were from my locker.
Philip: [shocked] What?
Will: [stammers] Uncle Phil, I was keeping them in case I needed them...
Philip: How could you be so stupid? You know you shouldn't be messing with drugs!
Will: [stutters nervously] I know, Uncle Phil! Somebody gave them to me at school. I didn't mean for Carlton to take them. I mean, I didn't even know if *I* was gonna take them!
[pause]
Will: I'm sorry, Uncle Phil...
Philip: [angrily cuts him off] Sorry?
[he walks up to Will]
Philip: My son could have died because of you!
Will: Look, I know Uncle Phil. That's all I've been thinking about! B-but you gotta believe me, Uncle Phil, I didn't mean to hurt him...
Philip: Yeah, well, you did! You hurt him, and you could have hurt yourself!

Carlton: [singing] Deck the slopes with babes in tight pants: Fa-la-la-la-la-la-la-la-la-la-la. Carlton's gonna get some romance: Fa-la-la-la-la-la-la-la-la-la-la.
William: [singing] No, you're not 'cause you're too ugly: Fa-la-la-la-la-la-la-la-la-la-la. They'll all be in my room, cute and snuggly: Ha-ha-ha-ha-ha-ha-ha-ha-ha!

Will: Aunt Viv, I got the cake you wanted for the family reunion.
Vivian: Good!
Will: And guess what's in here?
[holds up a small case wallet]
Carlton: It's Round, Rubber and You'll never use it?
Will: Carlton, can we please keep your hand puppet out of this? Look, it's a California's driver's license.

Carlton: Granted, we are desperate for money, but maybe you should stop and think about the kind of life you'd be leading.
William: Yeah, you're right. Dancing around in some cheap club while women put dollars down my underpants. I love this country!

William: [at school, Will and Cornflake cuff themselves inside a class room] There is no point in trying to reason with the man when the man isn't reasoning with you!
Kellogg: Yes! Power to the people! Say it loud, I'm black and I'm proud!
William: All right, my man Cornflake got the spirit. He's a little confused, but he's got the spirit.

Hattie: [has announced she's making dinner, which contains some very unhealthy yet tasty ingredients] We're having pork chops, collard greens, macaroni casserole, and sweet potato pie.
Will: [wiping his drool off his chin] Lord, have mercy!

Hilary: Let's play rock paper scissors.
William: No, let's play 3 Stooges
[eye gouge fingers, Curly voice]
William: Hey Moe!

Carlton: If it looks like a duck, smells like a duck, and acts like a duck, what is it?
William: Your prom date.

Will: Knock-knock.
Philip: Who's there?
Will: Amy Fisher.
Philip: Amy...
Will: BANG!

Vivian: Kayla, don't be so angry with Will. l told him that l didn't think you two should spend so much time together.
Kayla: You did what? You're not my legal guardian. How would you feel if someone interfered with your life? Just face it, Professor. You fit in here. l don't.
William: l think l should go.
Kayla: Will, l want you to stay.
Vivian: Look, l didn't always fit in. Let me tell you both...
Kayla: Let me tell you something. l got four older sisters, all of them mamas before they were 18. None of them finished high school. Everybody's waiting for Kayla. l'm the last chance for the whole damn family and you have no idea what that feels like.
Vivian: I know what that feels like. l know what it feels like to clean hotel rooms during the day and go to school at night to get the high school diploma l didn't get.
William: You dropped out of high school?
Vivian: lt's not something l'm proud of, but l did it. My whole family was counting on me too, but l couldn't handle the pressure, so I ran off with some guy and quit school. By the time l realized l'd made a mistake, it was too late. l was left with no education and nothing l was qualified to do. lt took me years to get back. lf you wonder why l seem to fit so well here it's because l worked damn hard to get here and l know l deserve it. Your problem is that you don't know you deserve it. Will knows it and l know it, but unless you know it, there is nothing more l can say.

Philip: How in the world did she get the college to readmit you?
Will: She threatened to enroll herself.

Will: I'm telling you, if you leave Scott now, it could haunt you for the rest of your life.
Hilary: What do you mean?
Will: Well, you may never date again. You might become an old lady walking around with a shower cap, and a raggety halter-top that says 'Ja-am,' and rhinestone Gouchos. And you would be eating neckbone sandwiches and shouting at your imaginary dog, Brutus. And you know what the worse part of it is?
Hilary: What?
Will: The only man you will ever get is some fool named Grady who falls asleep in his soup.
Hilary: Ewww, I hate soup.

Will: [is stuck in an elevator with Jazz and Carlton] Great, now I'm stuck with Ren and Stumpy!

[Will just cancelled his "Shaft" wedding with Lisa]
Will: Look, Lisa, I want to marry you, but definitely not like this.
Lisa: Right on.
Will: Oh, by the way, dude, your Isaac Hayes impression stinks.
Isaac: Oh, I don't know. I thought it was pretty good.

Judge: That was fun. There goes Philip Banks, the biggest sap that ever lived! What a stooge.
Will: Excuse me?
Judge: He's a sap, a dope, a loser! He never had what it takes and he never will! Isn't that right?
Will: I think you should take that back, man!
Judge: You do?
Will: Yeah, I do!
Judge: Well, I think you should run along and play. And don't get involved in politics until you're a big boy!
Will: At least my uncle stands for something!
Judge: Really? And what would that be? A buffet?
[he laughs]
Will: My uncle fights for what he believes in...
Judge: Shame on me.
Will: My uncle's three times the man you will ever be!
Judge: [scoffs] He's got my vote!
[laughs]
Will: And another thing: Everything you said in your campaign was a lie! You have no integrity, no decency, and you're really, really short! And I'll tell you another thing, if you don't like it, man, you can drop dead!
[Judge Robertson suddenly gasps and drops down to the floor dead]

Ashley: Hey, thanks a lot for helping me, Will. I'm so excited.
William: Will you stop talking dirty?

Philip: Will, I thought you said you secured the camping equipment onto the top of the car.
William: But I did. Oh, shoot! This ain't the Volvo!

Will: I'm a joker. I play around. I have fun.
Phillip: Mm-hmm. Being a joker's what's gotten you into trouble. You may think it's cool to be on the streets when you're 17, but when you're my age, it's a waste.
Will: I-I can't think that far ahead.
Phillip: That's your problem. You can't take anything seriously.
Will: Hey look, man, I don't have the problem, all right. YOU have the problem. I remind you of who you are and what you used to be. Now I don't know, somewhere between Princeton and the office, you got soft. You forgot who you are and where you came from.
Phillip: You think you're so wise.
[Will looks away from Phillip]
Phillip: Look at me when I'm talking to you. Let me tell you something, son. I grew up on the streets just like you. I encountered bigotry you could not imagine. Now you have a nice poster of Malcolm X on your wall. I heard the brother speak. I read every word he wrote. Believe me, I KNOW where I come from!
Will: You actually heard Malcolm speak?
Phillip: That's right. So before you criticize someone, you find out what he's all about.

Will: [when realizing that Carlton has taken the drugs from his locker] Hey, Carlton. Carlton! Carlton, listen. Something terrible has happened, man! Come on, I gotta get you to the hospital!
Carlton: [while dancing erratically on the prom stage] Why? This is the greatest night of my...
[Carlton suddenly passes out on the dance floor]
Carlton's: [screams as Carlton falls on the floor] CARLTON!
Will: [Will grabs hold of Carlton] YO! Carlton, man...

William: [to Hilary and Carlton] It's Ashley. Look, you can't tell Uncle Phil and Aunt Viv, but she asked me to tell her about sex. I don't know what to tell her. I mean, she should hear it from somebody more experienced.
Hilary: Well, pardon me for being attractive. Look, I'm the wrong person. I mean, I tried to tell Carlton about sex and.. well, you know the rest.

William: Girl, I know your feet must be tired, 'cause you been walking through my mind all day. Come 'ere!

[after Vivian asks Will to be her partner at Soul Train]
Will: I'd like to Aunt Viv, really. But it's hard to get my groove on with an old woman.
[Vivian glares]
Will: Oh, you don't know "kid talk". You know, "bad" is good, "stupid" is wonderful, and "old" is uh... beautiful. You *so* old Aunt Viv. You're the *oldest* woman I've even seen.

Carlton: Will, you must change.
Will: Carlton, you must grow.

Will: Ain't no thang but a chicken wing.

Will: Any time you see a white guy in jail, you know he did something bad.

William: [surprised at seeing Dee Dee at the dance with another guy] I thought...
Dee: You thought just cuz I'm not a size 6 that nobody else would want to ask me out.

Vivian: Will, why don't you introduce lce Tray to your family?
William: l'm sorry.
[to Ice Tray]
William: This is my little cousin Ashley.
Ashley: Hi.
William: This is my bodyguard, Geoffrey.
[making a windmill motion towards Philip upon introduction]
William: All of this is my Uncle Phil. Remember we used to say that Daffy Duck must have a little brother somewhere? Meet my cousin Carlton.

William: You've heard of the Batmobile, now check out the Rapmobile.

Carlton: Ashley, you take out the garbage.
Ashley: Why me?
Carlton: Because I'm bigger than you.
William: See, that's not fair. That's only 'cause you got them shoe lifts in today.

William: [Will and Carlton fake sadness to get Geoffrey home] This is my little brother, Carlton. He knows we can't afford new clothes, so he just doesn't grow!
Carlton: [to Geoffrey] Daddy, I wanna grow!

Will: [addressing the man in a "Dougie the Whale" costume] Now lookie here, you big, orange, Moby *Dick*.

William: [to Tyriq] Bring me a large pepperoni pizza and two large Cokes.
Tyriq: That covers your date. How about you?

Phillip: Carlton, will you relax? My money makes money. We're rich!
Carlton: That's right, we are rich.
Will: If we're so rich...
[Camera pans up to reveal the studio lights]
Will: ...why we ain't go no ceiling?

Hilary: You were right, Will. Scott is the first guy since Trevor that I really liked, and I guess I just got scared. I guess I had to find something wrong with him.
Will: And that Adams Apple thing is the best you could come up with?
Hilary: Well, you know I never had a good imagination. I never even had imaginary friends when I was a kid. I used to play with Carlton's. God, they were such dweebs.

Will: Roses are red, violets are blue, Jazz and I are black but Carlton what are you?

William: [to Carlton] You should be the happiest guy in the world.
Carlton: Yeah, why?
William: Because you got out of that locker room alive. Coach Smilie was upset. You're lucky it was just a starter's pistol.

Will: [about the dance class] It was like Heaven, except the angels were doing splits.

William: That's quite an arm you got on you.
Billy: I know, I was going to play for the Dodgers.
William: Maybe you will some day.
[pause]
William: Billy, how did you die?
Billy: I was playing ball in my yard, this car jumped the curve and came at me. The driver was drunk.

William: [to Uncle Phil] No, check it out. On the serious tip, you got to fix our air conditioner today. We got some people coming over for a party and as good hosts, we'd prefer that they didn't melt.
Philip: Sorry, Uncle Phil has left the building. You're now talking to Landlord Banks and he's not fixing anything until he gets his rent.

Jazz: Making a baby truly is a blessed event.
Will: Don't you mean "Having a baby"?
Jazz: Trust me on this.

Will: Let the butt kissing begin.

William: [to Carlton after Uncle Phil yells at him and Carlton] Man, I don't mind him yelling, but does he have to spit?

[Carlton is planning to hang out in a dangerous neighborhood to fit in with the homies]
Will: You have no idea what MacArthur Park is like. It's dangerous, man.
Carlton: Oh, Will, if there's any danger, I'll just call the park rangers.
Will: [annoyed] It's not that kind of park, Boo Boo!

William: Girl, you look so good, I would plant you and create a WHOLE FIELD of y'all.

William: You know what? You ain't ever gonna change! I'm getting the last word! Oh, no, you're not! Oh, yes, I am! DAMN!

[last lines]
Philip: We're all glad you finally came to your senses. You have plenty of time to figure out what you wanna do with your life. And being a car salesman didn't exactly bring out your most endearing qualities.
Will: Uncle Phil, I was getting paid, man.
Philip: Will, what you do for a living should provide you with a sense of pride and personal fulfillment. It should tap into that part of you that has something valuable to give to the world. Shouldn't be just about money.
Will: You really believe that, Uncle Phil?
Philip: Yes, son, I do.
Will: Then how do you explain being a lawyer?
Philip: I'm going to get another piece of sponge.

William: Potato chips? Ashley, what about Susan Powter?
Ashley: Will, I'm as health conscious as the next person but when she threw out the strawberry Pop-Tarts, she went over the line.

Kathleen: If you mention the word "breath mints" one more time, I'm going to scream.
Will: [creeps up behind her] Breath mints, breath mints,
[angrier]
Will: breath mints, breath Mints, BREATH MINTS!

William: [after unintentionally burning the kitchen] MAMMA, NO!

Carlton: Let's start by serving our guest of honour. Mr Fellows, care for some yams?
Ned: I'd love some. Interesting. I've never had them before with this thick black crust.
Hilary: It's cajun style.
William: Hilary burned them.
Vivian: Oh, they're just burned on top, once you get underneath it... they're totally charred. How did you do that?
Ashley: Mom, give Hilary a break. You should give her some credit just for putting out the fire.

Will: My horoscope says that I'm gonna be a famous rapper with a TV show.
Hilary: Those things are stupid. What does mine say?
Will: Yours says "Be prepared for a fall. Remember, accidents may happen."
Hilary: Those things are stupid.
[walks away, screaming and crashing]

Will: Aroomph!
Jazz,188784: Aroomph!
[Carlton tries to join in]
Carlton: Aroomph!
[awkward silence]

Carlton: Hilary, as a loyal Republican and a staunch bush man, I'm warning you, don't do this.
William: Oh, come on, Carlton, you're not a bush man. You're more like a pygmy.

Jazz: [after Will leaves the Banks' house, he goes to Jazz's apartment] What's up, man?
Will: What's up, J?
Jazz: When did you get back?
Will: I just got back this morning, man.
Jazz: Man, welcome home. Later.
[shuts the door in Will's face]

William: Man, you don't know how lucky you are. You can be with your father whenever you want. You can eat with him and argue with him; he's there for you. You know where my father is?
Carlton: [meekly] No.
William: Neither do I.
Carlton: Look, I don't wanna see my father with tubes up his nose, okay?
William: Carlton, there's gonna come a time when all he has is tubes up his nose.
Carlton: Not my father!
William: Everybody's father! Except mine, cause I don't know where the hell he is!
Carlton: You don't understand, Will.
William: Yes, I do. You're selfish.
[he walks away disappointed]

William: Let's get one thing straight: I don't look like Carlton, I don't act like Carlton, and most importantly, I don't look like Carlton.

Will: [to the nurse about Carlton] Does he look like a drug addict?
Nurse: Do I?
Will: Can we stick to the subject, please?
Nurse: [to Carlton] Listen, sweetie, the first time I came to this hospital, it was on a stretcher. I've been from Yale to jail and from Park Avenue to park bench, but now I'm clean and sober.
Carlton: That's really touching but do you think you can get me a nurse without a record?
Nurse: [to Will] I like him. Try and help him to stick around

Ashley: Why does everyone treat me like I'm some defenseless little girl?
William: Because you are, Ashley. I mean, boys is just gonna try to take advantage of you.
Ashley: That's my problem. Not yours or my father's. And you know what? I can handle it.
William: Yeah, right, like you can handle some big old dude trying to be all over you like cheese on a Big Mac.
Ashley: Will, maybe I like cheese.
William: How you gonna like something you ain't never had? Please tell me you ain't never had no cheese, Ashley.
Ashley: [raises her voice] No, but if I wanna have sex, I do not need your approval.
William: It's cheese, Ashley.

William: [to Carlton] You know that model in all them Hugo Boss ads?
Carlton: Yeah?
William: You don't look nothing like him.

William: I ain't down with that oId country cIub stuff sitting around all night discussing mayonnaise with four white guys named Biff.
Carlton: Isn't Biff a riot?

Will: Jazz, you fed me a bad tip, man. I might owe your bookie $500 that I don't have.
Jazz: Tony the Shovel ain't gonna like that. Just ask Flat Nose Gary.

[last lines]
Will: Give me a hug.
Carlton: What?
Will: I said give me a hug, man. A brother get shot, he get a little emotional. Now, get over here and give me some love.
[Carlton gives Will a hug, then Will feels something in Carlton's jacket pocket]
Will: What's that?
Carlton: It's a gun.
Will: Carlton, are you out of your mind, man? You walking around carrying a gun, what do you think you're gonna do with that?
Carlton: It's for protection.
Will: Carlton, you think it's that easy to just shoot somebody?
Carlton: I'll close my eyes.
[Carlton flips a food tray in anger]
Will: I was gonna eat that, man.
Carlton: Everything's a damn joke to you.
Will: So what, you don't think I'm mad? Huh? I've been laying up in this hospital an inch away from being paralyzed, you don't think I wanna get up out this bed and go catch that...
Carlton: It's not gonna happen again, not to me!
Will: Carlton, I understand that you're scared, man, but the world can be a scary place. You just gotta learn to deal with it, alright?
Carlton: Yeah, well, I found my way.
Will: That's not you, man, that's them.
Carlton: Look, I didn't come here for your approval, alright? I came here to see how you were. I'm outta here.
Will: Carlton.
Carlton: No more hugs, Will.
Will: I saved your life, man. I saved your life, YOU OWE ME! Now give me the gun, Carlton.
[pause]
Will: Give me the gun. I saved your life, I want the gun!
[Carlton slowly lays the gun at Will's feet, then leaves the room. Will leans forward for the gun and sees that the gun was loaded and starts crying]

Will: [talking to Carlton] Now look, the only way we'll make it is if we stick together.
[Will and Carlton shake hands]
Phillip: Explain.
Will: [pointing to Carlton] It's all Carlton's fault!

William: [to the paramedic as Uncle Phil is in the ambulance after a heart attack] Hey, man, my uncle's going to be all right, right?
Paramedic: Well, if I say he is and he croaks, you're going to be upset, right?