"[to Yale Pollack] What are you telling me, that you're, you're, you're gonna leave Emily, is this true? And, and run away with the, the, the winner of the Zelda Fitzgerald emotional maturity award?"

"[to Mary Wilke] I had a mad impulse to throw you down on the lunar surface and commit interstellar perversion."

"She's 17. I'm 42, and she's 17. I'm older than her father, can you believe that? I'm dating a girl, wherein, I can beat up her father."

"I can't express anger. That's my problem. I internalize everything. I just grow a tumor instead."

"[to Tracy] I think that people should mate for life, like pigeons or Catholics."

"[to Yale Pollack] You shouldn't ask me for advice. When it comes to relationships with women, I'm the winner of the August Strindberg Award."

"[to Yale and Emily Pollack and Tracy] Talent is luck. The important thing in life is courage."

"You rely too much on the brain. The brain is the most overrated organ."

"This is so antiseptic. It's empty. Why do you think this is funny? You're going by audience reaction? This is an audience that's raised on television, their standards have been systematically lowered over the years. These guys sit in front of their sets and the gamma rays eat the white cells of their brains out!"

"(Offscreen) An idea for a short story about um people in Manhattan who uh are constantly creating these real, uh, unnecessary, neurotic problems for themselves 'cause it keeps them from dealing with more unsolvable, terrifying problems about, uh, the universe. (The camera pulls back, revealing Ike, sprawled out on his couch, holding the recorder's microphone to his mouth. He continues to talk, fiddling with the microphone's wire as he thinks out loud.) (Into the microphone, sighing) Um, tsch-it's, uh . . . well, it has to be optimistic. Well, alright, why is life worth living? That's a very good question. (Sighing) Um. (Clearing his throat, then sighing again) Well, there are certain things I-I guess that make it worthwhile. (Sighing) Uh, like what? (Sighing again and scratching his neck) Okay. Um, for me . . . (Sighing) uh, ooh, I would say . . . what, Groucho Marx, to name one thing . . . uh, ummmm, and (Sighing) Willie Mays and um, the second movement of the Jupiter Symphony, and ummmm... (Exhaling) Louie Armstrong's recording of "Potato Head Blues" . . . (Sighing) umm, Swedish movies, naturally . . . Sentimental Education by Flaubert . . . uh, Marlon Brando, Frank Sinatra . . . (Sighing) ummm, those incredible apples and pears by Cézanne . . . (Sighing) uh, the crabs at Sam Wo's . . . uh, Tracy's face."

"[voiceover] "Chapter One. He adored New York City. He idolized it all out of proportion." Uh, no, make that: "He-he . . . romanticized it all out of proportion." Yeah. To him, no matter what the season was, this was still a town that existed in black-and-white and pulsated to the great tunes of George Gershwin." Uh, no let me start this over. "Chapter One. He was too romantic about Manhattan as he was about everything else. He thrived on the hustle bustle of the crowds and the traffic. To him, New York meant beautiful women and street-smart guys who seemed to know all the angles." Nah, corny, too corny for a man of my taste [He clears his throat.] Let me - let me try and make it more profound. "Chapter One. He adored New York City. To him, it was a metaphor for the decay of contemporary culture. The same lack of individual integrity that cause so many people to take the easy way out was rapidly turning the town of his dreams in-" No, it's gonna be too preachy. I mean, you know, let's face it, I wanna sell some books here. "Chapter One. He adored New York City, although to him, it was a metaphor for the decay of contemporary culture. How hard it was to exist in a society desensitized by drugs, loud music, television, crime, garbage." Too angry. I don't wanna be angry. "Chapter One. He was as tough and romantic as the city he loved. Behind his black-rimmed glasses was the coiled sexual power of a jungle cat." I love this. "New York was his town, and it always would be.""

"Helen Mirren - Dominique"

"Abigail Breslin - Sarah Davis"

"Spencer Breslin - Henry Davis"

"Hayden Panettiere - Audrey Davis"

"Joan Cusack - Jenny Portman"

"John Corbett - Pastor Dan Parker"

"Kate Hudson - Helen Harris"

"Landlord: I am only available between eight thirty and nine in the morning because I have a life."

"[Helen lights a cigarette] It's going to be hard to take care of us if you're dead, too."

"I'm a sexy man of God, and I know it."

"Amber Valletta - Martina"

"Sean O'Bryan - Paul Davis"

"Felicity Huffman - Lindsay Davis"

"Kevin Kilner - Ed Portman"

"Sakina Jaffrey - Nilma Prasad"

"Woody Allen - Alvy Singer"

"[repeated line] La-dee-da, la-dee-da."

"After that it got pretty late, and, we both had to go, but it was great seeing Annie again. I realized what a terrific person she was and how much fun it was just knowing her, and I thought of that old joke. You know, this guy goes to his psychiatrist and says, "Doc, my brother's crazy. He thinks he's a chicken." And the doctor says, "Well why don't you turn him in?" The guy says, "I would, but I need the eggs." Well, I guess that's pretty much now how I feel about relationships– you know, they're totally irrational and crazy and absurd, but, I guess we keep going through it because most of us need the eggs."

"A relationship, I think, is like a shark. It has to constantly move forward or it dies. And I think what we got on our hands is a dead shark."

"You know, even as a kid, I always went for the wrong women. I think that's my problem. When my mother took me to see Snow White, everyone fell in love with Snow White. I immediately fell for the Wicked Queen."

"I was thrown out of N.Y.U. my freshman year for cheating on my metaphysics final, you know. I looked within the soul of the boy sitting next to me. When I was thrown out, my mother, who was an emotionally high-strung woman, locked herself in the bathroom and took an overdose of Mah-Jongg tiles. I was depressed at that time. I was in analysis. I was suicidal as a matter of fact and would have killed myself; but I was in analysis with a strict Freudian, and if you kill yourself, they make you pay for the sessions you miss."

"I feel that life is divided into the horrible and the miserable. That's the two categories. The horrible are like, I don't know, terminal cases, you know, and blind people, crippled. I don't know how they get through life. It's amazing to me. And the miserable is everyone else. So you should be thankful that you're miserable, because that's very lucky, to be miserable."

"Mark Lenard - Navy Officer"

"Sigourney Weaver - Alvy's Date Outside Theatre"

"Beverly D'Angelo - Actress in Rob's TV Show"

"Jeff Goldblum - Lacey Party Guest"

"Dick Cavett - Himself"

"Joan Neuman - Mrs. Singer"

"Christopher Walken - Duane Hall"

"Colleen Dewhurst - Mrs. Hall"

"Janet Margolin - Robin"

"Shelley Duvall - Pam"

"Paul Simon - Tony Lacey"

"Tony Roberts - Rob"