"[to Miss Barrett] I've just seen your type before, that's all. There's one every year. "Not living up to your potential," they say. Is that what you were going to say, teach? "Just wanna help you, Joe?" "Just wanna be your friend?" Then they get to feeling very sorry for your about your "environmental factors", and your "low socio-economic level". Till you've just have to tell 'em; "Get your nose outta my environmental factors, will ya? Keep your damn hands off my potential"... and then they turn you in."

"Simple words that could start a war."

"A writer creates a book, an individual creates a life! For a writer to create a masterpiece, he's got to think beyond what he knows! For an individual to create a life, even a half-way decent one, he's gotta go beyond what he knows. Go beyond the poverty, the dope, the disease, the degeneracy. Go beyond the oceans to the Alps (he pointed to a map), a magnificent replica of which the Board of Education has generously donated. Stick with what you think, and that's what you're gonna be stuck with! You may as well get out. Now! All of you... Miss Barrett's class dismissed. All of you dismissed for the rest of your crummy lives. Some of you prefer to leave by the window. I prefer to leave by the door. Punch me out. Will ya, Teach?"

"The first mistake this pretty young teacher made was to get off the bus. The second was to walk into Calvin Coolidge High School for the first time. The third was to fall in love with it."

"If you deny what you know, or what you are, or where you are, you deny the simplest part of being alive, and then you die."

"Ever tried "punctuation sex", Henrietta? Hyphens are kisses, commas are maybes, and a period is a definite no. And then of course, there's the... limitless realms of semicolons and apostrophes. I shudder to think what an exclamation point might mean."

"Up The Down Staircase, is the story of a girl who fell in love with a monster... (The Girl is Sylvia Barrett. Occupation: Brand new teacher)"

"They say a writer should stick to what he knows. What nonsense. What did Dickens know about the French Revolution? What did Shakespeare know about Moors in Venice? If he'd stuck to what he knew, we'd have no Othello. We'd have no Alice in Wonderland. We'd have no Treasure Island. You brats think that I and Miss Barrett stand up there day after day, talking about books, and the writing of books, just for the hell of it? You think it's got nothing to do with YOU?"

"When I finally get the chance, the first few precious minutes to talk to them about something I want them to understand, and I find that I am some kind of enemy... the butt of some enormous joke."

"Simple words that start a war: "Good morning. My name is Miss Barrett. I am your Home Room teacher...""

"Jesse White - Stanley"

"Claire Carleton - Miss Francis"

"Don Keefer - Bernard"

"David Alpert - Howard Wagner"

"A salesman is somebody way up there in the blue, riding on a smile and a shoeshine..."

"Fredric March - Willy Loman"

"Attention must finally be paid to such a man. He's not to be allowed to fall into his grave like an old dog."

"Mildred Dunnock - Linda Loman"

"Kevin McCarthy - Biff Loman"

"That's just what I mean, Bernard can get the best marks in school, y'understand, but when he gets out in the business world, y'understand, you are going to be five times ahead of him. That's why I thank Almighty God you're both built like Adonises. Because the man who makes an appearance in the business world, the man who creates personal interest, is the man who gets ahead. Be liked and you will never want. You take me for instance, I never have to wait in line to see a buyer. 'Willy Loman is here!' That's all they have to know, and I go right through."

"Cameron Mitchell - Happy Loman"

"Howard Smith - Charley"

"Royal Beal - Ben"

"Jack Angel - Lawnmower man"

"Jeremy Strong - Private Auster"

"Victoria Clark - Nursery Owner's Wife"

"Brian O'Halloran - Jeep Driver"

"Frank Collison - The Nursery Owner"

"Alan Ruck - Principal"

"Spencer Breslin - Josh"

"M. Night Shyamalan - Joey"

"Robert Bailey, Jr. - Jared"

"Mark Wahlberg - Elliot Moore"

"Zooey Deschanel - Alma Moore"

"MY FIREARM IS MY FRIEND! IT WILL NOT LEAVE MY SIDE!"

"John Leguizamo - Julian"

"[Watching a news report about the airborn toxin, presumed to be the result of a terrorist attack] It makes you kill yourself. Just when you thought there couldn't be any more evil that can be invented."

"[To teachers, calling for a cancellation of school] Alright, there appears to be an event happening. Central Park was just hit by what seems to be a terrorist attack. They're not clear on the scale yet. It's some kind of airborne chemical toxin that's been released in and around the park. They said to watch for warning signs. The first stage is confused speech. The second stage is physical disorientation, loss of direction. The third stage... is fatal."

"Ashlyn Sanchez - Jess"

"Oh, cheese and crackers!"

"[to house plant] Hello, my name is Elliot Moore. I'm just going to talk in a very positive manner, giving off good vibes. We're just here to use the bathroom, and we're just going to leave. I hope that's okay. [Elliot touches leaf] Plastic. I'm talking to a plastic plant. I'm still doing it."

"Betty Buckley - Mrs. Jones"

"Howard Cosell - Himself"

"Don Dunphy - Himself"

"Dan Frazer - Priest"