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Niles, thinking: I spent about 80% of my time talking about Miss Babcock, and the other 20% of the time, I was praying for someone else to bring her up so I could talk about her more. I could hear people getting bored with me, but I couldn't stop. It just kept coming up like word vomit.

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Fran: Mr Sheffield, you got any advice for this young woman (referring to herself) on how to get through to Miss Babcock?

Maxwell: I agree.

Fran: That's a confusing way to answer that question. Am I wrong?

Maxwell: No, I mean, "I agree with C.C." Just agree with everything she throws at you. Really takes the anger wind out of her brat sails.

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C.C.: Niles is a Muppet.

C.C.: And hope he dies of the incurable condition of being a little bitch.

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C.C.: Now, where were we? Oh yes. Killing you.

Fran: You can't kill me! There'll be paperwork.

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Brighton: If whales are so smart, why do they spend all of their time in the water?

Brighton: Just eating and swimming and singing and- oh my god, I want to be a whale.

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Niles at C.C.: Stop being so mean to me, or I swear to god I'm gonna fall in love with you.

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C.C.: I was wondering about date night tonight. Do you want to stay in? Because you know what that means.

Niles: Romantic dinner and watching movies together?

C.C.: Sex on the couch.

Niles: Or your thing.

C.C.: Actually, watching movies sounds great.

Niles: Or your thing.

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C.C., walking into the kitchen: Morning, lover.

Niles: Morning Miss Babcock.

C.C.: I gotta say, after last night, I'm a little weak in the knees.

Maxwell: *walks out from behind the refrigerator door and slams it shut*

C.C.:

Niles:

Maxwell: Here's an idea, you walk into a room... take a quick scan

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Fran: Have you ever had something so beautiful, everybody wants it?

Maxwell: I have YOU.

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Maxwell: You're irrationally angry 365 days a year, C.C.

C.C.: What are you talking about?

C.C., earlier that day: *pushes door that says pull*

C.C.: I will push if I wanna push! *pushes to no avail*

C.C.: I HATE DOORS!

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C.C.: Stop it! Do you want me to never talk to you again?!

Niles:

C.C.: What?

Niles: Hang on, I'm considering.

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Maxwell: I wish Miss Fine was here.

Fran: I'm here!

Niles: I wish I had a million dollars!

Maxwell and Fran: ...

Niles: Just checking.

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C.C.: *sniffing*

C.C.: Something's changed.

Niles: Oh, it's a new cologne. My barber suggeste-

C.C.: No, not you! I know what YOU smell like.

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Fran: Ow!

Gracie: What's wrong?

Fran: I have this weird pain right above my eyebrow

Gracie: It's called a stress headache. I got my first one when I was four.

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Fran: Do you make a habit of scaring the oblivion out of people.

C.C.: It's more of a hobby.

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C.C.: Halloween is so stupid. Dressing up, pretending to be someone you're not.

Fran: You're a Broadway producer.

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C.C.: I spoke to the owner of the sun.

Fran: You spoke to god??

C.C.: ...no, the newspaper.