Carlton Banks

Carlton:And Bryant Gumbel. He's darn good.

Carlton:Touché.

Carlton · Will:How could you do that? / It's all in the tongue. I'll show you later.

Vivian · Will · Hilary · Carlton:Philip, when I met you, you were into James Brown. - He liked James Brown? - He even wore his hair like him. He had hair?

Carlton:These kids today have no attention span. I blame television.

Unknown · Carlton:Who's that lady with Nell Carter? That's not Nell Carter. That's my father!

Will · Carlton:Look at her! Brake! Hit the brake, Will!

Carlton:Special bulletin. Hormones to Will.

Will · Carlton:Why do they call him that? Because he never says 'yes.'

Carlton:Who says the art of conversation is dead?

Carlton:It isn't as easy as it looks.

Carlton:Say there, Mimi... might I say that you rate a perfect 10 on my niftiness meter?

Carlton:By george, I think he's got it. I think he's got it.

Will · Carlton:Bend over. It's Andover. We're going back home.

Carlton:He's Kip Smithers, from Connecticut. He transferred from Andover to Bel-Air, so he could row with the crew.

Carlton:England?

Carlton · Will:You went to Penn State. I went to the state pen.

Carlton:Sorry. I thought Penn State was bad enough.

Carlton:K-I-P. It stands for conceived in prison.

Carlton:No, baby. You misunderstood. He said I wrote for the 2 Live Crew.

Carlton:Sorry, Dad. All of Grandma's pies last night and waffles this morning. I just crashed. I've got the sugar blues. I'm this close to a crying jag.

Carlton:Can't touch this.

Carlton · Ice Tray:Education is the mortar that builds the temple of success. That's what I personally think. Like who cares?

Aunt Viv · Carlton:When you really look at it, how different is Ice Tray from Carlton? With all due respect, Mom, I think he's a little fonder of the 10th grade than I.

Hilary · Uncle Phil · Carlton:Dad, has Mom been drinking? Nonsense, Carlton. She's just being polite to our lovely houseguest. Have you been drinking?

Carlton · Philip · Vivian:Why can't Geoffrey baby-sit her? Because we're giving him the weekend off. You mean I'm going to have to get my own breakfast, too?

Carlton · Philip:Am I being punished for something? I was just asking myself that same question.

Carlton:This is a Black thing, isn't it?

Carlton · Will:What do you say to an Oreo? I say, 'What's up, Carlton?'

Will · Carlton:Punch it, man. We're in a Benz. Are you crazy? I call this a lucky break. A policeman is our pal. We can ask him for directions.

Will · Carlton · Police Officer:He's going to tell us to get out of the car. You watch too much TV. Get out of the car.

Officer · Will · Carlton:Where are you from? LA. Not exactly... Next question, please.

Carlton:Actually we come from Bel-Air. In fact, we live two houses away from the Reagans. We have the same pool man.

Carlton:I have a 3.95 grade point average... which would have been 4.0, except I had to take a ceramics class... and my pot exploded in my kiln.

Carlton:If I had the club of my choice, you'd be lying on the floor unconscious.

Carlton:Roses are red Violets are blue Pansies are poets Will, tell me it isn't true

Carlton:Here's an extra $10. Get me a Rolex.

Carlton · Will:Asking out magazines, Will? / I don't know. Even paper products have some standards.

Vivian · Will · Carlton:Everyone in the family is invited. Besides, I'm sure Carlton and Will have dates. / Yeah, of course. / Oodles.

Carlton:Like you do? Who are you taking, Page 42?

Carlton:Girls surround me in the parking lot and rip the doors off my car.

Woman · Carlton:I can't remember the name, but I think there's some produce in it. / Banana Republic.

Carlton · Woman · Carlton:You have a beautiful speaking voice. You're probably a dynamite singer. / Well, I'm okay. / You want to record your own song? $8.95.

Carlton · Saleswoman:Do I look like the kind of man who would quibble about a few dollars? / That's very nice... because most of my customers would be shocked at a pen that costs $300.

Carlton · Will:What do you say to an Oreo? / I say, 'What's up, Carlton?'

Carlton · Will:I won't be admitted to the bar. / Neither will I. The cops took my fake ID.

Carlton:Banks. Carlton Banks.

Eugene · Various guests · Carlton:This girl's a kleptomaniac. / My silverware. / That's my watch. / My date.

Carlton · Will:What do you say to an Oreo? / I say, 'What's up, Carlton?'

Carlton · Will:I won't be admitted to the bar. / Neither will I. The cops took my fake ID.

Carlton:Banks. Carlton Banks.

Will · Carlton:Carlton, what the hell was that? That never happened. / It could have. Besides, when we made this bet... there was nothing in the rules that said no lying.

Eugene · Various guests · Carlton:This girl's a kleptomaniac. / My silverware. / That's my watch. / My date.

Carlton:Little Richard?

Carlton · Hilary:I can see myself. I can't.

Carlton · Hilary:Hilary, you can't ask him to wrap his own present. I guess that's another one of those unwritten rules.

Carlton:What did you expect? You went to the mall with girl-away there.

Carlton:She'll be dancing with him, but she'll be thinking of me.

Carlton · Will:Geoffrey does the lambada? That's the forbidden dance.

Carlton:Back flips?

Carlton · Opponent · Coach:He threw that ball to me. I'm on the other team. I'm supposed to try and get it. - You don't have to be rude about it. - You two, make up right now.

Carlton · Coach Smiley:But I was late, and I have to run 10 laps. Twenty laps. Now, shut up.

Will · Carlton:Excuse me, your name is Spalding? Dad gave it to me for my birthday three years ago. It's my ball. Give it.

Carlton:Did I mention I was elected editor of the yearbook?

Carlton:And then the village idiot interrupted the prayer... ruining the feast for one and all.

Ashley · Carlton · Will:What dance is this? It's called the swim, Ashley. It was very popular in the 1940s. The 1960s, and it's not the swim.

Carlton:And not the worst way to pull my grade up to an 'A.'

Carlton:This is not the time for one of your leftist experiments.

Ashley · Carlton:All done. Darn it!

Will · Carlton:Carlton, this isn't exactly brain surgery. When something is too dry, what do we do? Cream of mushroom soup.

Mr. Fellows · Viola · Carlton:Will is gonna get an 'A' in my English class. Congratulations, baby. Do you have any news for my parents? Not really.

Carlton:When President Bush said he would never raise taxes... was he lying or just kidding?

Carlton:Will you clean mine?

Carlton:I smack Will upside the head.

Carlton:Damn it, you're prepared! Let's go!

Carlton:I think it's pretty safe to assume she sang like a canary.

Carlton:We're dealing in hypotheticals here.

Carlton:Does that little placebo make either of you feel any better?

Carlton:Bankster! I'd like you to meet my cousin... Willster!

Chad · Carlton:Outrageous. This guy's seriously twisted. He gets in a good one now and then.

Carlton:Excuse my cousin. He just doesn't know.

Will · Carlton:Where are all the fly honeys at? - Fly honeys? - Yeah, girls. Will, didn't anybody tell you this is an all-boys school?

Carlton:That's not funny. Nothing you say is funny.

Carlton:The people who count were laughing at you, not with you.

Will · Carlton:What, did you like pass out in history class? I had them rolling. The people who count were laughing at you, not with you.

Carlton:He did it.

Carlton:Gentlemen, my cousin has committed a vicious crime. He could not be guiltier.

Will · Carlton:Carlton, you Five-Oed me, man. - Excuse me? - You dimed me out. - Pardon? - You tattled on me, all right?

Carlton:With quips like that, it's no wonder you're the toast of the town.

Carlton:There's only one way to do that. I think we should write a few checks.

Carlton:That's right. And by the way, Will, who cut your hair, Ray Charles?

Carlton:I've been saving that one for a week. Don't even try to top it.

Carlton:No, sir, my name is Carlton.

Carlton · Jameson:I was born August 4, 1974. - A Leo?

Carlton:That may seem like a lot, Will, but wait till they take out all the taxes.

Carlton:Great. That's your lucky number.

Carlton:My guess is you don't have the right stuff.

Carlton · Will:I think I aced this one. How about you, Will? I think I did just fine.

Carlton:One look at my signature and he deduced that I was valiant... ingenious, and have the strength of 10.

Carlton:Getting you and Mom to sign his 'Hall of Shame' History exam.

Will · Vivian · Carlton:You will? You will? You will?

Will · Carlton:What, are you tripping? How do you figure that? Because the teacher's my mommy.

Aunt Viv · Carlton:What did you call me, Mr. Banks? / What I always call you: 'Mom.' / My name is not 'Mom.' My name is Professor Banks.

Carlton:Congratulations, Will. What an honor.

Will · Carlton:This course was a brilliant idea. She's your mom!

Carlton:He used to say, 'Extra work for you... means extra work for me.'

Carlton:I'm Carlton Banks. That's right, the Carlton Banks.

Carlton:Excuse me, miss. Maybe you can help me out here. I've lost the feeling in my lips.

Carlton:The tall one really liked me.

Carlton · Will:Umoja. What? Umoja. It's Swahili for 'unity.' Dope, huh?

Carlton:Shoot me.

Carlton · Will:After you, Will. / No, you go ahead first. / I insist. / She's your mom. / This class was your idea.

Carlton:I hope you don't take this the wrong way... but you made our lives a living nightmare.

Carlton:This whole ugly episode... it's not going to affect my grade, will it?

Carlton:And you're very beautiful, Mommy.

Carlton:And you're very beautiful, Mommy.

Will · Carlton:For the last time... we are not breaking into Michael Jackson's house.

Will · Carlton:The reason you don't like the music is because you can't dance. Really? [Carlton attempts to dance]

Carlton:Worked hard, got good grades, made the honor roll, the end.

Carlton · Granny:They have a display on 100-year-old quilts. I got one of them in the back of my truck.

Carlton:I didn't know Leonard Nimoy even sang.

Carlton:With this tape, who knows how many times he could sneak out... for a whole night completely unnoticed.

Carlton:This budget thing is pretty easy.

Carlton:They're not half bad.

Carlton:That used to be my favorite song.

Carlton:And a little further down on the evolutionary chart, Jazz.

Carlton:Someone has her rude hat on tonight.

Carlton:You need more ice, please.

Carlton:Janet, your behavior this evening has been completely unacceptable... Do I make myself clear?

Carlton:I really should write a book.

Ashley · Carlton:Is tonight a school night? No. I already thought of that.

Ashley · Carlton:I don't feel so good. Don't even try it, Ashley. We're all in this together.

Carlton · Ashley:Sky's the limit. I better go lock up my Barbies.

Carlton:Last Friday, the school nurse started looking good to me.

Carlton · Kayla:Where abouts are you from? - Harlem.

Carlton:Is it nice?

Carlton:But we have more in common. We're both attractive human beings of normal height.

Will · Carlton:The word is 'diss.' I don't care whether it's diss, dat, or the other thing.

Carlton:Which is based on the intellectual superiority of servants over those they serve.

Carlton:Worked like a charm, Will.

Will · Carlton:You know what my beef with Kayla is? I thought you didn't want to talk about Kayla?

Carlton:I thought we'd light a fire, put on a Tom Jones album and after a cognac or two test the waters of adventure. Did you know, my dear, I'm an excellent photographer? I hope you're not camera-shy.

Carlton:So the draperies will be ready Thursday? Goodbye.

Carlton:This is just like Cher and that bagel boy.

Carlton:That's really pitiful, isn't it?

Carlton:And I just took a multivitamin.

Carlton:I think you're the most talented member on the swimnastics team.

Carlton:I can hold my breath for long periods of time.

Carlton:Good. We're going under.

Carlton:Let's go to the mall.

Carlton:That's what I always do.

Ashley · Carlton:Hilary was a tyrant all weekend. She was terrible.

Carlton:Next time you go out of town, I beg of you, please just put food and water in a dish.

Will · Carlton:All right, but just out of curiosity, Carlton, what color are you?

Carlton:It even gave me the willies when Beaver used to do it.

Carlton:I found it in the trash can, underneath a banana.

Carlton:I'm going straight to hell.

Carlton:Crib: House, dwelling, domicile.

Carlton:Hip-hop flash cards? I made them myself. I've been cramming all night.

Carlton:I just hope I can get it out of my head before I take the SATs.

Carlton:That's called leaving me hanging... because my hand is literally left hanging in the air.

Street vendor · Carlton:20 cents. That's not a real Gucci bag, is it? Maybe it is. Maybe it ain't.

Carlton:Maybe if you went out and bought a well-tailored suit... and lost the earring, then you'd look like a real salesman. And that grammar...

Will · Carlton:Carlton, you look like a pirate. Yo, stop fronting. You know this gear is chill.

Carlton:Yo, how many times do I gotta tell you? Write your questions down. I'll hook you up later.

Street friend · Carlton:I'm going to get me some of them douche marks. That's deutsche marks.

Carlton:Sorry. There's no hip-hop word for sales bonanza.

Carlton:I can get $20 for this china dog. $2.

Philip · Carlton:This is the police! Carlton, come out with your hands up. You'll never take me alive.

Carlton:Differently.

Carlton · Will:You love me. My brother, you wanna take this outside?

Carlton:Some would beg to differ.

Carlton:How about, 'Hold the anchovies'?

Carlton:Yeah. It was Tootie in The Facts of Life.

Carlton:When I was 13, I harbored some pretty impure thoughts about Tootie.

Carlton:That's the same arm I used when I was 13.

Carlton:I'd like to hit her in the head with Roget's Thesaurus

Carlton:Carlton's terrible rhyme: 'I'd like to hit her in the head with Roget's Thesaurus'

Carlton:Get a load of me and my rapping cousin

Carlton:I'm practicing my new scam. Girls love a guy with a sports injury.

Carlton:I forfeit the game.

Carlton · Geoffrey:Does Jazz have a last name? / I believe it's Matazz.

Carlton:but I am not a happy camper.

Carlton · Hilary:Hillary, you promised I could tell. -I know. I lied.

Carlton:If you value your vision, you won't look directly into the rock.

Carlton:He was waving. The man has arthritis.

Carlton:Now I have found that as long as you pay them promptly... they pretty much leave you alone.

Carlton:That little extortionist. She promised she wouldn't cash my check until the weekend.

Carlton:Captain, we're going into a warp drive, we're running low on dilithium crystals.

Will · Carlton:Do something, Bones. / Jim, I'm a doctor, damn it, not a short-order cook.

Carlton:This one's Geoffrey's. He filled out the order form.

Carlton:There's still the tux, the limousine... the pre-party party, the post-party party, and, in your case, bail.

Carlton:That only worked for Hilary. When I tried it he sent me to a specialist.

Carlton:Well, that's only worth $25. Besides, it's really hard on your knees.

Carlton:They do draw stares.

Carlton · Geoffrey:Can you make me a Gorgonzola sandwich on a croissant, heavy on the Grey Poupon? / Certainly.

Carlton:Well, I don't think anyone believed you were Colin Powell.

Carlton:Now, I want you to walk out that door, hop on your bike, and pedal like hell.

Carlton:I might as well face it. I'm irresistible to women. Now I know what Tom Jones feels like.

Tina · Carlton:I like his eye patch, makes him look kind of dangerous. / You know, table tennis isn't exactly safe.

Carlton:Tina, I doubt if it's real, and there's a French-fry in it.

Carlton:He's not the only guy who can dress like an idiot.

Carlton:Laugh now, but in 10 years I'll be a successful lawyer... and you'll be asking people if they want extra ketchup.

Carlton:Irritate: from the Latin, irritare, to excite or stimulate.

Carlton:I want to get there early so I can get my pick of the pencils.

Carlton:Yes! Mom! Dad! I got a 114 on the PSATs. I'm smart. I'm brilliant. I'm the most intelligent person who ever lived.

Carlton:I know what you're implying. You don't think I can cut the mustard, do you?

Carlton:Maybe I have hit a little slump, but I'm sure even Albert Einstein had a bad day. God knows he never combed his hair.

Carlton:I'll be subjected to over-crowding, bad food... and daily threats of personal violence. I'm not talking about prison. I'm talking about public school.

Carlton:In fact, I would have gloated better than you did. Ten times better.

Carlton · Will:Articulate, eloquent, erudite? No, wordy.

Carlton:and when it comes to personal hygiene, God knows, there's no comparison.

Carlton:No, it's one of your friends from PhiIIy, too cheap to buy an airIine ticket.

Carlton:No, this is my new exercise bike. I'm gonna use it to deveIop my huge Iegs. You know, I figure I'II need them... to support my massive chest and my 24-inch pythons.

Carlton:This equaI-opportunity thing has gone just a IittIe too far. I can't beIieve they're Ietting girIs pIay on my intramuraI basebaII team.

Carlton:Women have their pIace, but men are the cornerstone of civiIization. Not onIy are we good at men-things, but we're good at women-things, too.

Carlton:I mean Geoffrey.

Carlton:It's a IittIe formaI, isn't it?

Carlton:Yeah, I kind of Iike it.

Carlton · Will:Well, I'm definitely getting married, and I want my wife to be a virgin. Well, you better hurry up, man. Mother Teresa ain't getting no younger.

Carlton:She'll be an excellent homemaker and have the breasts the size of Australia.

Carlton · Will:I'll be all dressed up with absolutely nothing to do. Just think of it as one of your dates.

Carlton:Forget it. I will not be an accomplice to the murder of Mickey Mouse.

Carlton:Since Aunt Janice is of the Negroid persuasion... and Frank is of the Caucasoid persuasion... I've compiled a special medley of songs.

Will · Carlton:"That spider been getting on my nerves all day, man. Check this out! I dotted the 'I' on Armani!"

Carlton · Ashley:"You'll have to wear an indecently short skirt... make a spectacle of yourself in front of your whole school... and ride on a bus with a bunch of sweaty teenage boys. Gosh, I hope I get it."

Carlton · Will:"Carlton, that is her mother. What happened to the rest of her chins? Yo, they look good down there."

Carlton:"Any professor would be proud to carry this... whether she's wearing a dress or a G-string. 'Course, with that second outfit, attendance would shoot up. Among other things."

Carlton:"Now, I do know my line. You know, it just slipped my memory for a second. But I know it! Yeah, yeah.... I know what it is! I know what it is!"

Carlton:I did, but she had to wash her hair.

Carlton:I hope Magic ate his Wheaties.

Carlton:Why don't I just go pitch a tent under a freeway... and eat cold beans with a stick?

Carlton:A pimple?

Carlton:I wonder if you could hang yourself with a cummerbund.

Carlton:Other than that, man, I mean, I like her.

Carlton:I'm watching a television program on farm practices in the Midwest.

Carlton:Look, Arnold the pig is wearing Eddie Albert's pajamas.

Carlton:Oh yeah? When I'm his age I'll be twice the suck-up.

Carlton · Will:Rock breaks your scissors, Carlton. Wait, hold it.

Carlton · Vivian:Boy, that was better than the batch you made yesterday. / Good. That's why I made twice as much today.

Carlton:My personal favorite was George Washington and the Hussy.

Carlton:But I did find Geoffrey's new uniform crammed behind the hot-water heater.

Carlton · Sonya:You got top billing over Clark Gable? / It was Schlomo Gable, his half-brother.

Carlton:This is not a wimpy fork. This is a hand-engraved silver dessert... Jumping Jehosaphat!

Carlton:This is not a wimpy fork. This is a hand-engraved silver dessert.... Jumping Jehosaphat!

Carlton:Get your hands off that! Not till we're married.

Will · Carlton:Is the silver in your pockets? / No, I'm just extremely happy to see you.

Will · Carlton:Is the silver in your pockets? No, I'm just extremely happy to see you.

Carlton:I just thought we should lay low until the heat was off.

Carlton:We'll get caught. We'll go to jail. Kid 'N Play will portray us in a movie.

Carlton:Will, there's a big black guy in the house.

Carlton:Will, there's a big black guy in the house.

Carlton:I brought these gloves so we don't leave prints. Yellow or blue?

Carlton:Will made me do it. He held a fork to my head.

Carlton:And I didn't want to hide under the furniture... like a bad old episode of Laverne & Shirley.

Carlton:Like Queen Elizabeth. Dan Quayle. Colonel Sanders.

Carlton:I can't count the number of times I've gone swimming right after eating.

Carlton:Now get your tail over here, pronto. I want it fast and I want it hot. And if it has any pepperoni on it, I'm sending that puppy back!

Hilary · Carlton · Will:Carlton, haul the brats. / I'm expecting company. / Yeah, I'll put it in the oven for you.

Carlton:Well, you're closest to the floor.

Carlton:doesn't mean we should act like people without trust funds!

Carlton:You ain't got to go home but you got to get the hell out of here.

Carlton:You ain't got to go home but you got to get the hell out of here.

Carlton:First, take a moment to familiarize yourself with your Buffomatic.

Carlton:Make sure buffer is off before plugging in. / Do not use near water.

Carlton:What'd you have, a Patti LaBelle nightmare?

Carlton:I'm the idiot.

Will · Carlton:We would have been here sooner, only we were stuck behind some idiot with a flying carpet. / I'm the idiot.

Carlton:which means you each owe me $20.

Carlton:Hey, I thought you wanted a rematch.

Will · Carlton:How Uncle Phil gonna play a nephew? -How's Daddy gonna play a daughter?

Carlton:Will, you poor public school casualty.

Will · Carlton:Deck the slopes with babes in tight pants / Carlton's gonna get some romance / No, you're not, 'cause you're too ugly / They'll all be in my room, cute and snugly

Carlton · Will:What about your ski cIothes? CarIton... skiing is for white guys named Sven... and O.J. Simpson.

Will · Carlton:The onIy bIack peopIe I've seen been in the Ray CharIes Pepsi commerciaI. You're kidding. Every time I turn around, I see a bIack person.

Carlton:You're kidding. Every time I turn around, I see a black person.

Carlton:Aren't you gonna say it back?

Carlton:Do I look like a Huxtable?

Carlton:Are we, like, in the Twilight Zone? When does everyone put on the pig masks?

Carlton:Do I look like Hazel?

Carlton:I'd rather share a seesaw with Delta Burke.

Carlton:You know how hard it is for me to say no? No. Easier than I thought. Neat.

Carlton:Sort of like that heat rash on your neck that you've been passing off in gym class as a hickey?

Carlton:13-year-old boys? Count me in. After all, Hillary's my sister.

Carlton:In front of all these people?

Carlton:Will, you pitiful Maalox poster child.

Carlton:I'll tell Dad that little circle in your wallet's not your lucky half-dollar.

Carlton:Shall we take my car or the Volvo?

Carlton:God, I hate when that happens.

Will · Carlton:I dreamed you had hair like Don King. Did I look taller?

Carlton:You just hand out cigars and hope its head rounds out.

Carlton:Don't make fun of Paula. She's the only woman short enough to be my wife.

Carlton:First he loses one client, then another, and another... and the next thing you know, we're all working at Domino's.

Carlton:Philip Banks, this is your hair.

Carlton:Say, is that Philip Banks, or Blair Underwood?

Carlton:Whatever you do, don't scratch. I didn't bring any extra glue.

Carlton:Isn't free parking guaranteed by the Constitution?

Carlton · Philip · Ashley:That's my cassette player. That's my bathrobe. That's my girlfriend.

Carlton:I, Will Smith, being of sound mind, do hereby bequeath....

Carlton:Do you want just anyone... to get their hands on that $323 and 15 cents... you have hidden under your LL Cool J hat?

Carlton:Dad, let's cut the crapola and get to what's really on our minds. Yeah. I'm talking about Geoffrey's book.

Ashley · Carlton:Carlton, we've got to find those memoirs. I'll just die if my friends find out why Lou in Better Shoes... gives me that 10% discount.

Carlton:I'll just die if my friends find out why Lou in Better Shoes gives me that 10% discount.

Carlton:Yeah, what if my friends find out I sleep with a hand puppet?

Carlton:Probably at a white sale.

Carlton:Excuse my language, Dad, but it's got to be said.... I'm behind you, big guy.

Will · Carlton:All I gotta do is answer a couple questions... and let my partner squirt some stuff all over me. Wasn't Jimmy Swaggart just arrested for that?

Carlton:the Moms Mabley look is definitely passé.

Carlton:Will, can I borrow your Walkman? I'm going out for a five-mile run.

Carlton:and let me choose my words carefully... you guys are stupid.

Carlton:Letters not on a phone dial? Q and Z. Best picture, 1936? The Great Ziegfeld. The third wife of Julius Caesar? Calpurnia.

Carlton:The beloved pachyderm in question won our young hearts by turning a handicap into--

Carlton:Was he related to Wally and the Beav?

Carlton:Could you put in a good word for me? I'm thinking of applying.

Carlton:No way am I sharing a cell with a woman called Big Mama.

Carlton · Ashley:Come on, Will. We're harboring a fugitive. Yeah. And ever since she got here my diary has been a lot more interesting.

Will · Carlton:'Ricky Ricardo'? 'Lucy, you got some explaining to do.'

Carlton:Will, I think I speak for all of us when I say... let's get the hell out of here.

Carlton · Cornflake:Where are the safety goggles? My butler forgot to pack them.

Carlton:This is so exciting. We're like The Mod Squad, without Julie.

Carlton:If you need me, I'll be upstairs saluting the flag.

Carlton:I've never known anyone in construction. Except for that guy in the Village People.

Will · Carlton:All she's trying to do is get to her retirement plan and her rocking chair. / Is that why she's moonwalking up the driveway?

Carlton:My brother, it's time you wake up and smell the Play-Doh.

Robert · Carlton:I have to admit, success is sweet. But having three beautiful women to share it with makes it even sweeter. / Especially when they're triplets.

Will · Carlton · Will:I feel like something exotic. / Okay. How about Lebanese? / You think Robert will mind swinging by Beirut?

Claudia · Carlton:Carlton, you just have to know how to ask. / Now can I have Barbie's head back?

Carlton:I haven't seen him this upset since someone told him he looked like me.

Carlton:I see your frightened inner child and I'm here to say... come out and play.

Carlton:You can never watch too much Oprah. If it wasn't for her show, I'd still be in denial about my drinking.

Carlton:Of course, none of that will help you in the corporate world, but... for the next year or so you're sitting pretty.

Carlton:if your mom abandons you and gets married... you'll always have me. Because... well, you're like the brother I've always wanted.

Carlton · Will:For not hugging you, right? / No, you know, for saying that I'm like the brother that you always wanted. And for not hugging me, man.

Carlton:You're this far from washing windshieIds with newspaper.

Carlton:Now, just sit down and try to go a haIf-hour without saying "yo."

Carlton:He's Tiny By Nature.

Carlton:A tennis court, swimming pooI, exceIIent schooI system.

Carlton:I stayed up aII night Iearning the French for... "Forget about my cousin, y'aII can both have me."

Carlton:You thought he said Aunt HeIen? No, no. He said Van HaIen.

Carlton:Prince and Hammer are coming by to pIay Yahtzee.

Carlton:Oh, sorry, gotta go. Barry White's here.

Carlton:BeautifuI, sexy, and she measures everything in centimeters.

Carlton:ActuaIIy, I hear that she and the Quaker Oats dude... got kind of a JungIe Fever thing going.

Will · Uncle Phil · Carlton · Vivian:WiII! / Father! / CarIton! / Mother!

Carlton · Will:It's HiIary's new bathing suit. When fish ride bicycIes.

Carlton:When fish ride bicycles.

Carlton:Dora can tie a sIipknot with her tongue.

Carlton:Somebody's girIfriend got grounded again?

Carlton:I'm just here to check the pIace for asbestos.

Carlton:Must you be so raw?

Carlton:They certainIy don't go to our schooI.

Carlton:And I'm gonna hold my breath till I'm married.

Carlton:Dora can tie a.... SIipknot. SIipknot. Dora can fit a whoIe orange in her mouth.

Carlton · Will:Will, give me all your money. / I'm sorry, Carlton. I don't feel like playing 7-Eleven.

Carlton:And I know you can hear me with ears that big.

Carlton:Will, take my hand... come out of the ghetto... and take a stroll down Wall Street.

Carlton:Now, when you take a girl out to dinner, they can get something to eat, too.

Carlton:God, how I love life on the edge.

Carlton · Aunt Viv:Those almost look like real diamonds. / They are, so be careful.

Carlton:My, that's a lovely tattoo. You know, the knife dripping blood really sets off your eyes.

Carlton · Will:You can't buy love, Will. / Man, what you talking about? I don't want love. I just want them to follow me around saying, 'Go, Will. Get busy. Put your thing down.'

Carlton:How can I put this in terms he'll understand? More money.

Will · Carlton:Carlton? / Yes, Will? / That ain't a good thing, is it? / No, Will. / We're in trouble, ain't we? / Yes, Will.

Carlton:No Harvard. Dead end. 'Paper or plastic?'

Carlton:$24, $25. Gosh. Who'd have thought they'd pay you so little for selling your blood?

Carlton:You only have to give blood 50 more times to get Mom's bracelet back.

Carlton:What are you qualified to do besides flirt with women... and dance to loud, primitive music?

Carlton:Shake that groove thing.

Carlton:Gingham Turtle restaurant. Sounds pretty sleazy.

Vivian · Carlton:Carlton Banks, you put your clothes on this minute! / Mommy.

Carlton:I just wanna say it's all his fault.

Carlton:Will told everyone at the airport I was Bryant Gumbel.

Carlton:I thought I'd get my luggage faster. / No, five old ladies attacked me for being mean to Willard.

Carlton:Looks like you really blew it this time, huh, big guy? / I just hope the Willster's still breathing.

Carlton:You forgot the part about Will getting arrested.

Carlton:Don't joke about that, Will.

Carlton:I think it's cute. They're going to be mushy and lovey-dovey all day.

Carlton:You know, Clair would never talk to Cliff like that.

Carlton:Oh, God, what a stallion. Time to saddle up.

Carlton:And I'm going to buy you a car.

Carlton:Really, I'm captain of my debate team.

Carlton:No, row versus wade, the best way to cross a stream.

Carlton:And then when I was 12, I played Maria... in an all-boy production of West Side Story.

Carlton:Dad, don't do anything stupid, you haven't updated your will yet.

Hilary · Carlton:Who's Hector? I don't know, but be nice to him... he's got a bat.

Will · Carlton:What does that mean? Big ears.

Carlton:I'll remember him now!

Carlton:No, The Wall Street Journal, the part where AMC goes belly up.

Carlton:I'm black?

Carlton:I'm rich! I'm rich!

Carlton:But if we run into each other at school, act like we've never met. Don't acknowledge me, don't talk to me, act like I'm invisible. If you're not sure how, just do what all the other girls do.

Carlton:And any day now, it's going to kick in, right?

Carlton:Hurt me! Hurt me!

Carlton:Will, the judges like her. They really, really like her.

Carlton:And that was just from 10 minutes of hiding under the bleachers.

Carlton:She senses that big, wet, nasty blob of mayonnaise on your cheek... and she can't eat till you wipe it off.

Carlton:It's kind of hard to impress the honeys... when your baby sister's blowing bubbles in your milk.

Carlton · Will:She's cool! She's hot! She's... your baby sister, man!

Carlton:I'm ordering you to look unattractive.

Carlton:Yeah, where'd she get that Lee Press-On body?

Carlton:Hurt me! Hurt me!

Carlton:Actually, Will, he sounds like you.

Carlton:Actually, Will, he's better than you.

Carlton:Will, I know my sister needs me, but that girl was babelicious.

Carlton:Any of y'all ever glossed your hair? Because I don't know. Maybe it's a new cult thing or something, that I don't know about.

Carlton:V-neck!

Philip · Carlton:Philip tells Carlton 'No, and get some Binaca' after Carlton stares him in the eye

Carlton · Philip:Carlton asks for $75,000 allowance raise, justifying it as 'The book says start high'

Carlton · Philip:I'd like a raise in my allowance. - All right, how much? - $75,000.

Carlton:Carlton says 'Now I can stop taking money from your wallet' when Philip offers $3 more

Carlton:Carlton suggests putting a bell around Hilary's neck so they know when she's coming

Carlton:What's activator?

Carlton:Carlton's nonsensical comparison: 'Was it fair when Bambi's mother died? Or is it fair that the coyote still can't catch the roadrunner?'

Carlton · Will:Carlton asks 'Haven't you learned anything living with me the past two years?' Will responds 'What, you mean other than the words to Mandy?'

Carlton:When Hilary describes her new job, Carlton panics: 'Oh, my God! She's gonna be a hooker!'

Carlton:Carlton demands Will 'Hop on one foot and say, Carlton is king' for negotiating help

Will · Carlton:Will responds 'How about I squeeze your neck till your head pops off?' and Carlton says 'See, you're negotiating already'

Carlton:Carlton advises 'You gotta lie to get what you want. Didn't you watch the Republican convention?'

Will · Carlton:You know that model in all them Hugo Boss ads? - Yeah. - You don't look nothing like him.

Carlton:Door! Door! Door!

Carlton:I never knew having a family could be so neat.

Carlton:Here comes little Mr. Ducky. Doesn't he quack you up?

Carlton:If I could pass like that, they wouldn't make me play on the girl's team.

Carlton · Will:She left me. I got the feeling she didn't want to live with me. - What made you think that? - She said she didn't want to live with me.

Will · Carlton:Oh, man, I mean, she can't just walk out on you like that. What if the kid is yours? He's not. Carlton, come on, just because the baby is cute... doesn't mean you're not the father.

Carlton:Good, 'cause I'm really looking forward to losing my accent.

Carlton:You poor, pathetic gigolo. How could any self-respecting man sell himself so cheap?

Carlton · Geoffrey:I was talking to Will. / Of course. Why would anyone talk to me? I am but a poor, lowly servant.

Will · Carlton:Hey, besides, you know what they say about guys with big ears? / They can fly?

Carlton:This gold model was handcrafted in Switzerland by the finest of craftsmen. Keeps time accurate to within three seconds a year.

Carlton:That's ridiculous. What if she's serving coleslaw at a picnic?

Carlton:Will, I hardly know you.

Carlton:Will, you seem embittered. Jail will do that to a man. Now that you've done hard time, a book may be in order. Criminals sell. I can sell criminals. You're a criminal.

Carlton:Do I look like Jimmie Walker?

Carlton:Carlton's log. Earth date: 1992. It's 6:00 a.m. Up with the dawn, the small band of brave souls prepare to pile into their Mercedes.

Phil · Carlton:Let's unpack the rain gear. Yeah.

Carlton:Do you think anyone would drive by the same tree seven times on purpose?

Carlton:Carlton's log. We're somewhere in the galaxy. My father has no idea where.

Carlton · Will:Carlton's log. I'm wet. I'm wet and I'm cold. I'm wet and I'm cold and I'm in a cave. Shut up, Carlton.

Carlton:I want to go to college and poke fun at all the kids on financial aid.

Carlton:Carlton's log. I hate Dad.

Carlton:Yeah, but I can't get a date, either.

Carlton:Can we get some Goobers?

Carlton:Silly rabbit, Trix are for kids.

Carlton:How come they just couldn't give him some cereal?

Carlton:Well, he didn't actually kick her out of the house. He just changed all the locks and told her she didn't live there anymore.

Carlton:Look, I don't like to tell tales out of school, but Trevor keeps a make-up case there.

Carlton:Will, you're smiling like Dad does when he finishes the Happy Birthday bucket at Baskin-Robbins.

Carlton:Hello, is President Bush there?

Carlton:I'm in a position to scratch his back if he'll scratch mine, capische?

Carlton · Vivian:But Dad, aren't some of those lies? / Carlton, honey, they're all lies.

Carlton · Philip · Robertson:Carl... / I thought I was Carl. / I'm Philip. / And I am the walrus.

Hilary · Carlton:Well, Will, you really knocked them dead the other night, huh? / Don't get him mad, Mom. You don't want to make him raise his voice.

Carlton:Don't get him mad, Mom. You don't want to make him raise his voice.

Carlton:I did it last week, it's the Terminator's turn.

Carlton:Simple. Thanks to the Grim Reaper over here... and Judge Robertson taking the old dirt nap...

Carlton:The phone's dead, Will.

Carlton:Look, I think I know how to help Will. This calls for tough love. We've gotta draw him out. We've gotta bait him, confront him... attack him until he defends himself.

Carlton:Look, I think I know how to help Will. This calls for tough love.

Carlton · Hilary:Will, you should be ashamed of yourself. How could you do such a thing? Hope you never get mad at me.

Carlton:Well, I could be wrong.

Carlton · Will:Well, I could be wrong. / What in the hell did you just do with your lips?

Carlton:Yeah, and George Bush is really looking forward to playing with his grandchildren.

Hilary · Carlton · Ashley:Sorry, homework. - Tennis lesson. I just don't want to.

Carlton:Very funny, guys. Why don't you stop spinning?

Carlton:That'd feel kind of good right now.

Carlton · Will:Carlton, who are you calling? Your mother.

Carlton:So it's okay to steal a guy's girlfriend as long as you don't go tell his mommy about it.

Carlton · Uncle Phil:It was Halloween. You still haven't returned my bustier.

Will · Carlton:She has parents? She never introduced me to her parents. She told me they were dead.

Carlton:Why don't you look like one?

Carlton · Will:Whatever you say. [Throws remote hard] Go get it. Make me.

Carlton:Make me.

Carlton:You told her about Binky? I'll kill you.

Carlton:Well, I told her you worship Satan.

Carlton:Well, I told her you worship Satan.

Carlton:Well, I told her you shave your legs.

Carlton:You know that funky smell coming from the basement? Psych.

Will · Carlton:Look, it's a California's driver's license. I think you're confused, Will. You need a license to drive a car, not steal one.

Carlton:I love them, take me. Take me.

Carlton:Well, you smell like broccoli.

Carlton:Well, you smell like broccoli.

Carlton:He fell for it, Will. Now let's go hustle Dad

Carlton:That's an easy one. 'Creamy on the inside, smooth on the outside'

Carlton:I know I am, Dad

Carlton:I mean, you know me, I don't even have a sense of humor

Carlton:A joke I had nothing to do with, Dad. I mean, you know me, I don't even have a sense of humor.

Will · Carlton:Yeah, how do you think Carlton feels when he changes into his gym shorts? That's a very small humiliation.

Carlton:Daddy, I want to grow.

Will · Geoffrey · Carlton:We love you, Dad. All right. I'll come back home. Daddy's coming home. Thank you, Daddy.

Carlton:I'm sorry. Will, seek help.

Carlton:They lied.

Carlton:The pen? Please tell me that's slang for the Valley.

Carlton:But, what could you possibly have of any value?

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

Carlton:I told you, she had a cold.

Carlton:I told you, she had a cold.

Carlton · Luther:Hey, Luther, you dropped your wallet. No, that's yours.

Carlton:So it is. How honest of you to say so.

Ashley · Carlton · Ashley:Yeah, but he took Will's baseball. You mean the one in the plastic case? I borrowed it for batting practice.

Will · Carlton:Carlton performing mime actions while Will threatens him

Carlton:Y ou're sick, man. See a therapist, okay?

Will · Carlton:Shut up, Carlton. - Good call.

Carlton:Two birds! Two birds!

Carlton:We'll have to split the inheritance four ways... thanks to Forget-the-pill Phil.

Carlton:Will, we're talking about kids, not malt liquor.

Carlton:Hey, it's a cruel world, big guy... and you're not going to be in it forever.

Carlton · Will:I don't smell anything. Oh, that's funny. It's a lot lighter than it was when I put it on.

Carlton:No nookie last night?

Carlton:Let's see, a week from Friday, it will be 18 years.

Carlton:Will and Monique stole a Mercedes, and ran over somebody's wife.

Carlton:Get real!

Carlton:there's no one at Bel-Air Prep that comes close to having my grades... or my willingness to flatter authority figures... without a thought to personal dignity.

Carlton:By the way, you look really great in denim.

Carlton:Simple, I'm here to pick up the shattered pieces of your self-esteem... to nourish you in your hour of defeat.

Will · Carlton:Because when I come out of here a broken man... you wanna be the first person to rub my nose in it? / No, I'm really here for you, Will. / Then why did you bring a video camera?

Carlton:Yo, what's up?

Carlton:You don't have to call me Mr. Banks. My posse calls me Rap Master C.

Carlton:Rap Master is my name. Ask me again and I'll tell you the same.

Carlton:Didn't mean to dis you, can I get you a tissue?

Carlton:Let me teach you how to vogue. Strike a pose.

Carlton:See where Princeton comes in? Right after 'lose virginity.'

Carlton:You know, my sister Hilary's not bad-looking and after two drinks or so... she'll do just about anything

Carlton:Big friends with lots of body hair and mozzarella on their breath. Capisce?

Carlton:you big poopy.

Carlton:No offense, Tom, but I always thought my guardian angel would be black.

Carlton:There's no need to be cruel.

Will · Carlton:Do I look like Roc? I don't know, Carlton, maybe if you shaved your head bald... and sanded down the square part.

Carlton:also known as "guaranteed action night."

Carlton:You see the volcano-sized pimple about to erupt on my forehead... and you don't think vitamin E is strong enough... This sex thing is even more complicated than I thought.

Carlton:This sex thing is even more complicated than I thought.

Carlton:No, shoot me from the other side. I've got a situation on my forehead.

Carlton:Even though I was feeling insecure before, I realized it doesn't matter, anyway... 'cause beauty's only skin deep. It's what's inside that counts. Vanessa, you drive me wild. I hope this night never ends. Is it just me or are my lips moving really, really fast?

Carlton:Is it just me or are my lips moving really, really fast?

Carlton:Last thing I remember, I was doing the running man... to I Will Always Love You.

Carlton:I never thought losing my virginity would be this painful.

Carlton · Will:What could be worse than finding out I'm still a virgin? It was speed. Oh, my God. I'm a drug addict and a virgin!

Carlton:Oh, my God. I'm a drug addict and a virgin!

Carlton · Will:Thanks a lot for covering for me, man. But why did you do it? I don't know. I think I was still high.

Carlton · Will:Thanks a lot for covering for me, man. But why did you do it? I don't know. I think I was still high.

Carlton:Hey, I've got a wild side. I don't always wear shower shoes at the gym.

Carlton:You haven't showered yet today, have you?

Vivian · Carlton:Carlton, honey, get up off the floor. My hand!

Will · Carlton:All right, Hilary, you act like you're gonna hug her and then pin her arms down. / I know the chokehold. / Better.

Carlton:Forget college, I'm going to beauty school.

Carlton:Look, if I'm not back in 20 minutes, be really happy for me.

Carlton · Janice:That girl wanted me, Aunt Janice. / Carlton, when a woman says, 'Drop dead, troll...' it usually means she's not interested.

Carlton:Yuck! Now, I lost my appetite. Thanks a lot, Will.

Carlton:You sure are lucky, Will. Spending the weekend at a college campus with 4,000 hot coeds... and you get to bunk with Dad and Sara Lee.

Carlton · Will:Actually, Will, he looks like me. Well, yeah, that's what I was saying.

Will · Carlton:I want you to speed up and catch up with them girls, man. That's it, mister, you're on a time-out.

Carlton:My job is to ruin your fun.

Carlton:Look, you have exactly 45 seconds to get back from the bathroom. If you're not back, I'm leaving without you.

Carlton · Will:Will, I think the engine's knocking. That's not where the engine is, stupid.

Carlton:you know, hood things.

Carlton · Homer:Well, I've only got $40 cash. You've got to take a credit card. I mean, everyone takes credit cards. What kind of hick are you? The kind that don't take credit cards.

Carlton:Can I get $40 in quarters?

Carlton · Lola:Okay. I'm thinking of a number between one and ten. What is it? Four. Damn!

Carlton:A black king, and I don't mean Shaka Zulu.

Carlton:Cherry, cherry, bell! Every time a cherry, cherry, bell!

Carlton:It just sits there taunting me. 'What's wrong, Carlton?' 'Lost your nerve, sissy boy?'

Carlton:If I just play 9,063 more times, I know I can beat it.

Carlton:Buzz off, flattop.

Carlton:Why don't you just get off my damn back?

Carlton:Could luck be a lady tonight? Tramp.

Carlton:Shirley Temple. Hey, no giggling when you bring it to me.

Carlton:Can it, steroid breath.

Carlton:Hey, man, you tore my shirt. My mother bought me this shirt.

Carlton:Will, for a little while, I was living on the edge. I, Carlton Banks, recording secretary of the audio visual squad... was gambling, swearing, and staying up really, really late.

Carlton · Will:Quick, open the back window. Yo, for what, man? I'm going to moon Nevada.

Carlton:Don't worry, Will. This is my lucky day.

Carlton:Needy father alert.

Carlton:Dad's pretty quick for a big guy. I mean, he kept up with the car for a whole block.

Carlton · Will:Wow, Will, clean clothes. What, is your probation officer stopping by?

Carlton:Yeah, well, I think I speak for all of us when I say, 'So what?'

Carlton:Jawohl, mein Fuehrer!

Carlton:Did you hear what the snail said when he rode on the back of the turtle? - No, Carlton, what? Whee!

Carlton · Will:Why did the turkey cross the road? - I know I'm going to regret this, but why? - Chicken's day off.

Carlton · Will:Why did the turkey cross the road? - I know I'm going to regret this, but why? Chicken's day off.

Carlton · Hilary:Boo! Get off the stage! We want our money back! Go back where you came from!

Carlton:Look, here's me at the beach. And here's me in my carriage. Look, and here's me at the park.

Carlton · Will:Will, check out the talent. She's cool. She's hot. She's... your baby sister, man!

Carlton:Well, Bob, let's back it up for a moment and define this thing called friendship. You see, the ancient Mayans...

Ashley · Carlton:I work all day trying to keep this house nice for you. I cook and clean and work my fingers to the bone. And this is the thanks I get? Well, I bust my hump at school all day... and you just sit around here watching soap operas and eating bonbons.

Ashley · Carlton:Wait a minute. We sound like an old married couple. So now I'm old.

Carlton:And I gave you the best years of my life.

Carlton · Ashley:No, you ate them all without offering me one. Can't have my toothpick, either. Did I ask you?

Ashley · Carlton · Ashley:What's the magic word? Now. Guess again.

Carlton:Heck, you guys. Heck!

Carlton:Oh, my goodness, is that a bald spot?

Carlton:Oh, check it out. The candy store actually sells candy.

Carlton:He says it's time for me to leave the nest, become independent... and have sex with girls. Safe sex, mind you, but lots of it.

Will · Carlton:Carlton, how you feel about the Lust Channel? I think it's 24 hours of shallow, pointless nudity. You heard the bird. We'll take it.

Carlton:I bet she could toss me around this room.

Carlton:So no one's ever said that to me... except my dentist.

Carlton:I don't keep friends. In time of war, they can be tortured and give up valuable secrets about you.

Carlton · Will:Are you nuts? I'm not bringing her within a hundred yards of you. What? Carlton, I'm your cousin, man. The cousin who stole every woman I ever had. Oh, please, I stole one girl. My point exactly.

LaTanya · Carlton:Really? How long? It's going on five hours.

Carlton:How do you know? All the letters is cut out of magazines.

Carlton:It also looked like Loni and Burt had a good marriage.

Jacqueline · Carlton:Filet mignon? Thanks, but I don't eat red meat. I'll give it up too.

Jacqueline · Carlton:It'd be my first dance with a brother from Bel-Air. Better take the opportunity. There aren't too many of us.

Carlton · Jacqueline:Bobby Vinton, the Polish Prince. Well, I have some Manilow if you prefer. No, the Polish Prince will do just fine.

Carlton:No, no, no!

Carlton:He says it's time for me to leave the nest, become independent...and have sex with girls.

Carlton:Since I didn't buy a program on the way in...could you please tell me what the heck is going on?

Will · Carlton:What do you want it to mean? / That she hates you and you have no interest in her.

Carlton:I've seen a lot of girls smack you, Will. / Then I see the same girls leaving your room.

Carlton:I'll fight you for her, Will. Any time, any place.

Carlton:Look out, Jerry. Tom's gonna get you.

Carlton · Will:He kicked your butt. / Excuse me, that's our butts, Carlton. We're in this together.

Carlton:Not anymore, Kemosabe.

Carlton:I don't have to make it on my own. I'm rich.

Carlton:I can be reached by fax.

Carlton:Well, if it's gonna spoil.

Carlton · Will:Must everything be a joke to you? My sister's in a fragile condition. I'm trying to help her bounce back. / Bounce. Trevor bounced.

Carlton:How come he gets the pool house...and I'm stuck upstairs with the grieving widow?

Carlton:Okay, tallest one gets the bedroom. I need the big closet for my peacock suit.

Carlton:We were on the freeway.

Carlton:No, you do that all by yourself. What'd you sign up for today, Advanced Sarcasm?

Carlton:Nothing like that minimum-wage humor.

Carlton:You know, I'd stay and continue this battle of wits with you... but you're obviously unarmed.

Carlton:I've got a date with Mr. Stinky!

Carlton:A zucchini. A zucchini, Will.

Carlton:There's a world of change out there, mister... and I'm going to find it.

Carlton:A zucchi... A zucchini.

Will · Carlton:A key chain, Carlton. What do you think, man?

Carlton:The only problem this stallion has is keeping the names with the faces...if you know what I'm saying.

Carlton:She'll love everything I love. Money, Ivy League schools and America.

Joann · Carlton:Not really. But my favorite singer is performing the national anthem. - Who's that? - Tom Jones.

Carlton:You could come live at our house. My little sister is almost 15. It's time she moved out on her own.

Carlton:Will you marry me?

Carlton:Oh, my God, that's my mom's finger. Get it off my hand.

Will · Carlton:So who put the offer on the table? - She did. And the terms were so attractive, I jumped on h...it. I jumped on it.

Carlton:I protected my investment.

Carlton:I protected my investment.

Carlton:Yeah, yeah, yeah. She gave you a key chain.

Carlton:You want me to sleep with him?

Carlton:Really? Well, quelle surprise.

Will · Carlton:You have to go through this every time you come up here? No, I take the ladder.

Carlton:Of all the students in all the universities...in all the world, she had to sleep with me.

Carlton:Down the hall, third door on your right.

Carlton:I'm so stupid. I'm a stupid, dirty rock.

Carlton:Well, there's a first time for everything. Of course, you know that.

Carlton:Oh, don't worry about it, it's a double negative.

Carlton:Dad, this is an outrage! Three dollars for orange juice?

Carlton:It certainly does. And we're gonna win, right, Dad?

Carlton:Oh, I'm afraid. Hold me, Will.

Carlton:When we prepared this case, you didn't say I had to speak against my father.

Carlton:smile at me

Carlton:All right, I'm guilty! I'm guilty!

Carlton:But it'll cut into my trick-or-treating time.

Carlton:And the Democrats say there's a recession.

Carlton:Not to mention, he's one heck of an actor.

Will · Carlton:I want to sit close to the door. That was decent. That was decent. Yeah, well.

Will · Carlton:Carlton, what's that hideous thing growing out of your neck? What, what? Where, where? Hold on, hold on, hold on. Never mind. It's just your head.

Will · Carlton:Carlton, what the hell happened to your hair? Oh, no, you don't. I'm not falling for that again. Oh, my hair. I look like a snow cone.

Carlton:until we all end up on Unsolved Mysteries.

Carlton:The hex has gone international.

Carlton:The defense rests, Your Honor.

Carlton:I'll say. Can I hear yours again?

Carlton:Well, my gold card has a hologram of Lee Iacocca on it.

Carlton:I was. Didn't you notice we all had alligator shirts on?

Carlton:I wouldn't really have to go to juvenile hall, would I? I hear those kids are real troublemakers.

Carlton:Well, are you speaking to me now, or are you?

Carlton:Actually, my butler handles the laundry.

Carlton:South central Bel-Air.

Carlton:I live right across the street from the Aaron Spelling mansion. You know, the producer of Beverly Hills, 90210?

Carlton · Top Dog:Dylan's on the verge of getting back with Brenda. They really getting back together, though?

Carlton · Will:You've never said that to me before in my life. Give me a hug. Don't.

Top Dog · Carlton:The last time we played them, the party just kind of got out of hand. I know what you mean. You should see what happens at their concerts.

Carlton:Or maybe it's because I like Barry Manilow.

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

Carlton:No. Apparently, I'm not enough of a brother to be a brother.

Carlton · Will:The Jamma Gammas. The bad mama jamma. The bad mama jammas, yeah.

Carlton · Will:You heard our father: No! Carlton, what do you care?

Carlton:I'm not gonna miss out on Princeton... because she wants to expose her weather balloons.

Carlton:I have never seen so many people in one place... I wanted to give mouth-to-mouth resuscitation to.

Carlton:I've got two numbers... and if I play my cards right, I think she'll give me the other five.

Carlton · Uncle Phil:Bunny hop! / What do you think you're doing? / The bunny hop.

Carlton:Look, I will not be publicly embarrassed... by a problem of delivering my damn lines. It won't happen, damn it. It ain't gonna happen.

Carlton:Hold on a minute. I'll have you know my father is not fat. He's just big-boned. Larger than life.

Carlton · Will:Cholesterol is gathering in his arteries... stopping the blood flow like rush-hour gridlock. Hold it, Dr. Quinn, Medicine Woman.

Carlton · Will:Dad will probably outlive all of us. Only if he eats us first.

Carlton · Hilary:Where are you going? Shooting the rapids at Dead Man's Falls... But Trevor died doing a bungee jump. I know. I'm working up to that.

Carlton · Will:I'm supposed to imagine myself 20 years from now. No wonder you're so depressed.

Will · Carlton:Don't be stupid, Carlton. What are you doing? Cleaning the oven. What's your problem? It says right here on the label to let foam sit for 45 minutes. My hands are tied.

Carlton:You come near me, I'll spray.

Carlton · Will:You don't understand, Will. Yes, I do. You're selfish.

Carlton:Mom, do me a favor. Don't have anymore babies.

Carlton:According to this, the crib malfunctioned... and an infant was tossed 50 feet in the air.

Carlton:was that the Ohio State game where you fumbled three times?

Carlton · Hank:Well, I played basketball once without a leg. Then that explains why your jokes are so lame.

Jackie · Carlton:Carlton, do you wanna dance? You wanna dance with me? Really?

Carlton:I thought there was a chemistry between us. Ever since the day we met, there was an indescribable something... Do you wanna dance?

Will · Carlton:What would it take for me to get a woman to make that noise? Probably cash.

Carlton:Probably cash.

Carlton · Will:Will, what the heck do you think you're doing? You can't drink. Why not? Because you're underage. It's against the law, mister.

Will · Carlton:I had a puppy. What happened to him? I don't know.

Carlton:Well, not rolling down the window... before you ralphed in the Volvo was a good start.

Carlton:That must be what Chevy Chase felt like.

Carlton:Remember last Christmas when I had that second slice of rum cake? The next thing I knew, I was up on the kitchen table... with a lampshade on my head singing show tunes.

Will · Carlton:Well, I got a lot accomplished today, huh? I lost Jackie, I lost my self-respect, lost my dinner. I ain't got nothing left. Wrong again.

Carlton:Oh, you like my outfit? I had jingle bells sewn into my cuffs.

Carlton:Hey, is Nicky gonna love this or what?

Carlton · Phil:I guess Will's coming with Boyz II Men. Do you think I should report my missing Santa suit to the police?

Carlton · Will:You know what? I know how we can make it even more like the study center. - I won't be here.

Carlton:Little Timmy took a drink But he will drink no more For what he thought was H2O Was H2SO4

Carlton:Remember last year when I skipped school...so I could pre-register for jury duty?

Carlton:Yeah, I was only doing it to get in good with the professor. Oh, well, I guess I'll just have to bring him some cupcakes.

Carlton:You're not really gonna let people think you cheated?

Carlton:Fruity Pebbles! And there's a little tugboat inside, Ross.

Will · Carlton:How do they feel about guys who still depend on the crossing guard? Hey, that's a dangerous intersection, mister.

Carlton:Yeah, well, Phillipe's been in there worshipping for two hours.

Carlton · Will:Will, you're getting it all wrong. Hey, look, man, as long as I'm getting it.

Carlton:Look, I particularly recommend the shrimpy cocktail.

Carlton · Customers:So, ladies, have you decided? Drop dead. Excellent choice.

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

Carlton:Also, we are pleased to announce that the proceeds from our new pay toilets have enabled us to buy this brand new metal detector.

Carlton:Remember, less flatware theft means lower prices for you, our valued consumer.

Jazz · Carlton:My babies. Even Oliver? He has a heart murmur. Even Oliver.

Carlton:Will, you can't be happy here. This is a franchise. The kind of place where they treat employees like faceless, anonymous nobodies.

Carlton:All those summers at business camp were just a waste of time.

Carlton:Beg? I don't know how to beg. I'm rich.

Will · Carlton:Look, a man's most valuable possession is his self-respect. Make it 2000. All right, let me go get my hat.

Will · Carlton:Like you care. / You see, now that's where you're wrong, my little pet peeve.

Carlton · Will:Who would do such a thing? / Guess we can rule out Notre Dame.

Carlton · Will:None of those guys will leave the locker room...before they rub me for luck. / Sure they not just rubbing you for fun, baby?

Vivian · Carlton:Won't we be in the way? / Now, if you'll excuse me, I have to go check my head for molt.

Will · Carlton:Who? / Hello? / Percival, our beloved peacock.

Carlton · Will:Hand me my head. / I'd love to.

Amanda · Carlton:Dweeb? / Well, I was going to say loner, but that too.

Carlton:I escaped while the housekeeper was changing the newspaper.

Carlton:What, powerful hind legs with a colorful tail?

Carlton:I'd pay big money to see that.

Will · Carlton:Well, you overlooked one small fact, Carlton. What's that? You weren't invited.

Carlton · Will:The glasses have spots on them. Oh, my God. Why didn't you come to me sooner?

Carlton:Today, Michelle Michaels, tomorrow, Gloria Estefan. And then, dare I dream, Michael Bolton.

Will · Carlton:I think it stinks. I apologize, Miss Michaels. He's from a foreign land.

Carlton:Back to work, Vladimir. Carlton Banks here. I balled your melons.

Carlton:You know, Miss Michaels, I thought your album stunk too.

Carlton:I wonder who'll play you in the movie of her life?

Carlton:All set. I ordered a Sunny the Seal ice-cream cake. His sleek little body is made of chocolatey goodness and he balances a ball of tutti-frutti sherbet on his buttercream nose.

Carlton:A cleverly orchestrated ruse, bub. And to think, I laid out 50 big ones on your damn cake.

Carlton:The one that goes: [Carlton singing Sunny the Seal jingle]

Carlton:We waited an hour and a half. What's a couple more days?

Will · Carlton:Everybody gets stood up once. - Once a month?

Carlton:I'll be back in the stockroom in the dark.

Will · Carlton:Carlton. - No.

Carlton:Valentines fun for you and your lover... come sing at the Peacock for a 10 dollar cover.

Carlton:But Mom, Dad, I've reserved special seats right next to the speakers for you.

Carlton:Now I know, most of you are wondering two things: 'How does he dress so well?'... and 'What is this thing called karaoke anyway?'

Carlton:Actually, karaoke has two definitions. Carry, as in carry a tune... and oke, as in okey-dokey, let the good times roll.

Carlton:Look who just floated in on cloud nine, Philip and Vivian Banks... two people, who, over the years, never stopped loving each other. I should know, my room was just down the hall.

Carlton:Hey, a little less yelling and shouting, a little more humming and clapping.

Carlton:They'll say, 'Why, there goes a thrifty, level-headed young man.'

Carlton:Isn't this great? Family fun and no Will.

Ashley · Carlton:I give it three weeks. The marriage or her parole?

Carlton:Very funny, Will. But while you're playing with dolls, I'll be securing the premises. I mean, we are gonna have a convict in the house.

Carlton:I also put my diamond cuff links in a balloon and swallowed them.

Carlton:And now, if I can just have your thumb.

Prison Guest · Carlton:You know, I resent being treated like a common thief. Oh, you do, do you? Well, what kind of cold-hearted, vicious, evil crime did you commit? Securities fraud.

Guest · Carlton:You know, I resent being treated like a common thief. Oh, you do, do you? Well, what kind of cold-hearted, vicious, evil crime did you commit? Securities fraud.

Carlton · Will:Have you no shame? Yeah, I'm ashamed of you.

Carlton:I don't know, Dad, that limbo bar gets as low as 13 inches.

Carlton:Look, a party sounds like a lot of fun, but can we please find Will first?

Carlton:Right now I bet George is calling somebody a jive turkey.

Carlton:Don't worry. Will likes to sleep in.

Carlton:You can't be at one when you two.

Will · Carlton:Damn! - Damn!

Carlton:Perhaps after dinner... we can go for a drive and talk about it in depth.

Carlton:I said I'll pay you when I get out!

Carlton:You're over 5 feet, aren't you?

Carlton:Will, it's Carlton. I got an emergency.

Jazz · Carlton:There's a whole army of these action figures around my bed. They're fertility gods, Carlton.

Carlton:I can't take this anymore. I'm gonna go sleep with Mom and Dad.

Carlton · Will:Well, I don't think it's a very good idea for Jazz and Jewel to reproduce. Right, big guy. The prisons are crowded enough.

Carlton · Will:Those are your baby shoes? Well, yeah. I had big feet.

Will · Carlton:You know what they say about a guy with big feet. No, what? They be saying, 'Damn, you got some big feet.'

Will · Carlton:Man, you ever feel like you was being watched? / All the time. When you look this good, you have to get used to it.

Will · Carlton:When you talk that stupid, you have to get used to this, man: [Will presumably hits Carlton]

Will · Carlton:See that dude over there? He been scoping me since he got here. I think he's a cop. / Turn yourself in, Will. It's the only way.

Carlton:Uncle Lou, it's me, Carlton. Did you bring me anything?

Carlton:I guess we all have a lot of catching up to do. Let's see, where do I begin? Well, when I was 6, we all moved from the hood... And here I am today. Excuse me.

Carlton:Wow, 14 years. You must feel like you're on a roller coaster of emotions.

Carlton:Let me hold you. [presumably awkward hug]

Carlton · Philip:I hate you! / Oh, yeah? Well, take a number.

Carlton · Uncle Phil:How much? / Shut up, Carlton.

Carlton · Uncle Phil:How much? / Shut up, Carlton.

Carlton · Uncle Phil:Let's hope so. / Very funny, Carlton.

Carlton · Geoffrey:It was amazing and endless and magnificent. I think I saw God. / Don't stop.

Carlton:If we end up moving into another guesthouse... I'm getting the bedroom this time.

Carlton:I can. How about sharing a jail cell with you?

Will · Carlton · Carlton · Will:What are you supposed to be? / My idol, Macaulay Culkin. / And you know why he's my idol? / Why? Because y'all the same height?

Carlton · Carlton · Will:You're proud of me? You never said that to me before in your life. / Give me a hug. / You see, man, that is exactly why I'll never tell you nothing.

Carlton · Uncle Phil · Will:Yes, there is a God! / Look at you all. Will say something. / Ching, ching!

Will · Carlton · Ashley:Hey, Ashley, you ain't telling me that dude blew in your ear. / Me either. / I embellished.

Carlton · Carlton:He says it's time for me to leave the nest, become independent... and have sex with girls. / Safe sex, mind you, but lots of it.

Carlton:It's The Donald! Oh, my God!

Carlton · Will:Don't you mean "Brotherly Love"? / Take my word on this one, Carlton.

Carlton:No country club reciprocity.

Carlton:God forbid she should send a picture.

Carlton · Will · Carlton:What's Happening! Or What's Happening Now? / What's Happening! / Neato! I get to be Rerun.

Carlton:How about if just I left?

Carlton:That's what I get for being considerate.

Carlton · Hilary · Hilary:How come we never had that much fun? / I don't know. / What's on TV?

Carlton:And your feet.

Carlton:What do you have to tip the maitre d' to get a good stool?

Carlton:You call that pathetic strip of graffiti-littered concrete legendary?

Carlton:Hey, mister, there's nothing worse than dirty Dockers.

Carlton:Gee, this playground makes the other one look like Club Med.

Carlton:A bad smell isn't worth a mouthful of bloody Chicklets.

Carlton:Just watch it on TV with the rest of us.

Carlton:You mean I was in a garbage can for nothing?

Carlton:Look, when we get back, Dad will buy us a stoop.

Hilary · Carlton:Am I antagonizing like Geraldo? Am I investigative like Donahue? Maybe you should go bald like Montel.

Ashley · Carlton:Ashley's song interrupts Carlton's rambling story

Carlton:Well, you're certainly losing that battle.

Carlton:Get it? Feather, peacock. [CARLTON LAUGHS]

Will · Carlton:Damn, she must have stage fright. Carlton, help me. Sorry, folks, wawhhh, a little technical difficulty.

Will · Carlton · Phil:Shadow? Uncle Phil, with you, it'd be more like an eclipse, wouldn't it? [BOTH LAUGHING] Eclipse. Eclipse.

Carlton · Will:Negotiating for a bigger royalty? / No, a better table.

Carlton:Absolutely. Most of the arcades are losing money.

Carlton:This is better than television.

Carlton:Oh, great. Now we'll never know how Will took the news.

Carlton:All I got was a promise she wouldn't press charges.

Carlton:Just ask Kim Basinger.

Carlton · Will:Will, you're just Nicky's cousin, I'm his brother. I'm a big branch of his family tree. Then why are your limbs so short?

Will · Carlton:Everybody going to the beach say, 'Kowabunga!' Kowabunga! Hey!

Carlton:Yeah, me and Will are going trolling for slimmies.

Carlton · Will:Will locked me in the closet. That's so tired.

Carlton:Those are life-affirming little ditties... that bring joy to the young and young at heart.

Carlton:Last time a Dougie concert was canceled, kids went crazy and trashed a babyGap.

Carlton · Child:Okay, time for another song. What are you doing to Dougie?

Children · Carlton:Get him! No.

Carlton:Nicky and I are gonna be spending more time together, especially since he's... M-A-D at W-I-L-L.

Carlton:Oh, right, the guy inside Dougie.

Carlton:Whoa, whoa, whoa, the pogmeister's in the house. Who wants some?

Carlton:Gets that from his mother.

Carlton · Will:Will, classes have been in session for five weeks...and you're buying books now? / Yeah, I thought I'd get an early start this year.

Will · Carlton:Human Sexuality 420. / Four-twenty? That's a graduate course. / Oh, yeah, I did advance placement in high school. You know what I mean?

Carlton:If you're referring to Conchita, I don't see her anymore.

Carlton:Carlton's defensive response about Conchita

Carlton:So you couldn't find anybody else? I guess I'm your only friend. How pathetic.

Phil · Carlton · Will:What's wrong with her? / I don't know. It had nothing to do with me. I wasn't around. / I think she's drinking.

Carlton · Will:Would you like to ride In my beautiful balloon? We could float among the stars togeth... [STOPS MUSIC] What the hell are you doing?

Will · Carlton:Carlton setting romantic mood with balloon ride music, Will shutting it down: 'this is my date'

Karen · Carlton:Which one of these losers is my date? / That would be me. / Where's the rest of him?

Karen · Carlton:Karen's height insult: 'Where's the rest of him?' about Carlton

Carlton · Karen:I may be short, but you know what they say...about short men and tall women, don't you? / No, what? / I don't know, just making conversation.

Will · Carlton:I got this crick in my neck right here that's been really killing me. / Let me help you out with that, cuz. [CARLTON GRUNTS] We do this all the time. / Carlton, get off me. Get off. Get off me!

Will · Karen · Carlton:No, this is 9½ Weeks. / That is a sex movie. / Really? I thought it was a documentary about Vanilla Ice's career.

Valerie · Carlton:Are you crying? / Um... No, I think I've got something in my eye.

Carlton:You know, in case you haven't heard...tar and nicotine are damaging to your lungs. It isn't just a rumor, it will give you a tumor.

Carlton:Fine. Oh. And they shoot the damn dog.

Valerie · Carlton:I cannot believe you and Will are related. You're so different. / Like you and your cousin.

Valerie · Carlton:Yeah, thanks for putting up with her. / You know, most men find Karen kind of... / Scary. / Sort of.

Carlton:That wouldn't happen if you treated the drumstick like a person...instead of a piece of meat.

Will · Carlton:You know what, Carlton? You ain't nothing but a dog. / Oh, yeah? Well, you're an acrimonious, rancorous, virulent coveter. / Oh, yeah? Well, you ain't nothing but a dog.

Nicky · Carlton:I like Dad's stories. / And some day, I'm gonna tell my kids these same pointless anecdotes.

Carlton · Will:I'm not lying, you nefarious, degenerate miscreant. / Oh, like I'm supposed to believe that, you big dog.

Carlton:Did you put super glue in my hair gel?

Will · Carlton:Will's comeback: 'So I'm the embarrassment now?' followed by Carlton's height jabs

Carlton · Will:I didn't have to steal her. She was bored with you so she came to me, a real man. / So, what you saying? I'm not a real man? / Yeah, you got it.

Carlton:You should know...that all that 'yo, yo, hey, baby, bap, bap, bap' stuff is just played out. It worked in high school, but now it's just embarrassing.

Will · Carlton:Take it easy, stumpy. / You know something else? I'm tired of all those short jokes. I'm average height. / For a woman.

Carlton:I'm large enough for Valerie.

Will · Carlton:Damn, still alive. / You know what keeps me going? The thought of dancing on your grave.

Will · Carlton:First you steal my girl and now you're gonna steal my nurse. / You old prune. I ought to knock your teeth out. / Go ahead, they're in the glass next to my bed.

Will · Carlton:It was a lucky shot. / I hit you pretty square, Will. / Look, the important thing is that we get beyond that lucky punch.

Will · Carlton:You're right, man. I'm sorry about the hair. Let me help you. [RIPPING] [CARLTON SCREAMING]

Carlton:According to my calculations, over the last three years... Jazz has beaten us for approximately $13,000.

Carlton:Carlton? There's no Carlton here. Thanks to you, Carlton Banks no longer exists. He's now Little Zeke from Cabin Creek.

Will · Jazz · Carlton:Wait a minute, you'll miss the best part of the story, where we meet the bear. The bear? Oh, pfft, the bear. Yeah.

Carlton · Will:I'm tired. How long have we been walking? I don't know. About three, four minutes.

Carlton:Me.

Will · Carlton:Hey, good night, Little Zeke. [IN SOUTHERN ACCENT] Good night, Will Floyd.

Will · Carlton:[WILL SCREAMING] That will teach him to play with me.

Carlton · Will:Your problem is that you can't understand or respect women... because you're not in touch with your feminine side. / You know what your problem is, C? You're not in touch with anybody's feminine side.

Carlton · Phil:Oh, stop bragging, you sick pervert. / Who's a pervert?

Carlton:They're going to terrorize and torture him. / Oh, don't worry, it's all in good fun.

Will · Carlton:We got up there, the girl went crazy. She tied me to this chair, was trying to torture me. / No. / But I got loose, man. Then she really went off. So I grabbed this rock, man...

Carlton:She's amassing a private fortune so she can buy out the family business... in a hostile takeover.

Carlton:Trust no one.

Phil · Hilary · Carlton:Oh, and people in Bel-Air don't have real concerns? - It's pronounced Porsche. - Porsche. - Porsche. - Porsche.

Hilary · Carlton:San Tropez. - San Tropez.

Will · Carlton:Twenty-one-eighteen, I win. Hey, you wanna play again? Same rules as last game? Yeah, sure. Zero-eighteen.

Carlton:I have a date. With whom? Same lady I see every Saturday night. Dr. Quinn, Medicine Woman.

Carlton · Will:This isn't gonna take long, is it? I have a date. We know.

Carlton · Will:You played with a doll? Ain't... Ain't no doll, man, it's an action figure.

Carlton:Me? You're the embarrassment, you urban urchin.

Carlton:Carlton Banks, soul brother number one.

Carlton:If that's a groove, the Grand Canyon's a ditch.

Carlton:Don't touch me.

Carlton:[SCREAMS]

Hilary · Carlton:Oh, do me, do me. / Hilary, you're August 18th. / Wow, you are good.

Carlton:Come see the amazing Rock Dwarfsky... the world's shortest square-headed Negro.

Carlton:What? / I've seen this look before. The facial flush, the flare in his nostrils. Look at his eyes.

Carlton:You, sir, with the big ears. How about testing your skill?

Carlton:You, sir, with the big ears. How about testing your skill?

Carlton · Will:Got a noodle for an arm? / Carlton, that's Ken Griffey Jr., man.

Lisa · Carlton:Carlton, can I confide in you? / I feel it too, Lisa. / Feel what? / Never mind.

Carlton:Get a room.

Carlton:All this time, you've been hoarding your salary while feasting away on the family fortune?

Carlton · Phil · Ashley:CARLTON: Freeloader. PHIL: Undependable. ASHLEY: He's not a freeloader. CARLTON: Lazy.

All · Carlton:ALL: Yes, that's it. CARLTON: Exactly. We're going to go with goofy, Will.

Carlton:Will, if there's one thing I know, it's about women not calling.

Carlton:Oh, a coloring book.

Carlton · Will:Well. / Well, what? / Never mind.

Carlton:Carlton crying and asking for a hug, then driving erratically

Carlton:'Jay Leno: Earth Enemy Number One' by Will Smith?

Carlton:You're liable for libel. Get it? Those are homonyms.

Carlton · Ashley:No, he's not wacky. No. / She did not mean that. / No, I mean, you're an irresponsible lazy bum, but you're not...

Carlton:You know, it could be a girl or a guy or some mixture.

Carlton:Why don't you just have him beep you?

Will · Carlton:Carlton, you know the chicktionary rules. Right. Three feet back.

Carlton:but when she threw out the strawberry Pop-Tarts, she crossed the line.

Carlton:I can feel it. I can feel the power! Yes!

Carlton:Listen, I've tried, but he likes that shirt.

Carlton:Then why did they keep trying?

Carlton:Don't know, I'm starting to think you were adopted.

Carlton:Those are Twinkies.

Will · Carlton:Carlton, that's Beverly Hills. Yeah, the bad part. 90211.

Carlton:I thought I was the only one.

Carlton:How do you feel about Nancy Reagan?

Carlton:Look, Miss Cobb, I know what you're up to and I'm not interested. You have eyes, take a look, I'm with him. This is our special weekend.

Carlton:The hills are alive.

Will · Carlton:Carlton, this is not your car. Then get out of my rental car.

Carlton:Now I'll never get to see that Barbara Walters Special. And she had Henry Winkler too. You made me miss Fonzie.

Carlton:So this is it. This is how the Carlton Banks story ends. With a whimper. [WHIMPERS]

Carlton:Will, I want you to eat me. If I die first. You can stay alive by using my body for nourishment. Incidentally, the buttocks has the most meat.

Carlton:I didn't get the insurance. I put the car on my credit card... and I didn't get the $6 insurance.

Carlton:I don't have any friends.

Carlton:I don't do anything for you.

Carlton:Yeah, but your heart wasn't in it.

Carlton:I'd cry, but my tear ducts are frozen.

Carlton:You'd let me jump like that?

Will · Carlton:Why not? [YELLING THEN ECHOING] Why not? [RUMBLING] BOTH: Avalanche!

Will · Carlton:Now I see how people could jump out of burning buildings. You couldn't figure it out before?

Carlton · Will:No, three is a crowd. Come on. Okay.

Will · Carlton:Will talking sweetly to Lisa on phone while being attacked by dog Phoebe, with Carlton screaming in background

Carlton:Yes, and I'm going to a Quayle in '96 Tupperware Party

Carlton:If you're referring to the size of my endowment, it's almost as large as Hilary's

Carlton:Simple, Will, some of us are born owls and some of us are born mules. Guess which one you are.

Will · Carlton:I mean, come on, why are we taking wood? / Hello? Campfire?

Carlton:It had a built-in bug zapper

Will · Carlton:The rapid-fire price negotiation ending with 'You got a deal, Daffy'

Carlton:Don't tell me any more fairy tales

Will · Carlton:What are you gonna do with that? / It's for protection. / Carlton. Whoa, man. What, do you think it's that easy to just shoot somebody? / I'll close my eyes.

Carlton:Oh, I love you too, Will.

Carlton:You are so accident-prone.

Will · Carlton:Every time I get around you, I wind up getting hurt. You are so accident-prone.

Carlton:Hilary gave us a tape of her talk show and made us promise to watch. It's been on for three minutes, and we're almost done.

Carlton:I love a good old-fashioned sleepover. What say we rent a musical... pop some corn and after that, dare I say, Yahtzee?

Carlton:Smile, be polite...and wear a spandex dress that makes them sit up and say, 'Aye, chihuahua.'

Carlton:Oh, she's focusing, all right, on your chest. I mean, as unbelievable and disgusting as it sounds, she wants you.

Carlton:Hey, I met a nice gal through that ad. In some cultures...it's considered a real turn-on for a woman to have a sloped forehead.

Carlton:although in November, she sold off a number of hairs... Shares.

Carlton:You're dilly-dallying days are done.

Carlton:Thank God I pressed the wrong button. The B-side is John Travolta's polka classics.

Carlton · Phil:- Stupid? Ha-ha-ha. PHIL: Bingo.

Will · Carlton:Find something nice to say about that. I think I killed a rat.

Carlton:No. He wants you to call the idiot... who keeps greenlighting all those Chevy Chase movies.

Carlton · Phil:What kind of idiot would patch the roof with newspaper? [PHIL SCREAMING]

Carlton:Oh. Didn't you hear? Their new hits collection comes out next week.

Carlton:Bunny rabbit. Ha, ha. Look. An American eagle with one wing.

Carlton · Will:[SCREAMING]

Carlton:Oh, at own risk. Sorry.

Will · Carlton:You're moving out? Even better. I'm moving out?

Carlton · Will:Oh, please. They hired you, somebody who's never acted in his life, to star in a network TV show. Pppt. Well, it happens.

Carlton:Well, you're no Sunny Von Bulow.

Carlton:What do you think of Larry? La-la-la Larry.

Carlton · Ashley:Got that right. / Isn't this great? / I told Daddy the soaps aren't predictable.

Carlton:But, Will, that's so politically incorrect. No one likes naked women anymore, believe me.

Will · Carlton:Tell me again, why did I make you my best man? You said I'm like the brother you never had. No, no, I said you like the brother I never wanted.

Will · Carlton:When you wake up, you will be very, very short. Damn, see, that stuff does work.

Will · Carlton · Nicky:Well, you need to stop pressuring him. You treat him like a ventriloquist's dummy. That's not what I'm doing. Nicky, what school do you wanna go to? The best school in L.A. Crescent Rock School. Yeah, I was wrong, Carlton. You're the dummy.

Will · Carlton:Oh, great. You know, I mean, not 'great' great, you know. But it was good. It was good. You know. You know, not that good, you know. But... What is the word I'm looking for? Bad? Worse than that, but I'll go with bad.

Carlton:Tippy The Drunken Penguin is his opening act. Ooh, you think we could get him for my bachelor party?

Carlton:Look, Will, she thinks she's naked. Isn't this exciting?

Will · Carlton:[IN CHILD'S VOICE] I gotta go potty. Hey, the buddy system stops at the pool, mister.

Carlton:It must be all that rap music.

Carlton · Will:I'll give you a snickerdoodle. Okay.

Carlton:For the love of God, does nobody have a bell?

Carlton · Carlton:Too bad we got stuck behind that ice cream truck on the way there. Yeah, those bells turned you into a raving maniac.

Will · Carlton:Loser Boy. Well, honesty is one way to go. Will, that's a typo. I'm Lover Boy.

Will · Carlton:What, sucking up? Exactly.

Carlton · Will:Speaking of cookies, I've been running the campus restaurant... Right into the ground.