"Mrs. March had not realized her future body had such a satisfactory shape. Perhaps not as spectacular as the English girl, but in excellent taste. She couldn't help being amused. The stupid girl was not only modeling Mrs. March's future wardrobe, but Mrs. March's future body: so firm, so nicely round in places men like."

"Bradford Dillman — Narrator"

"Erika Peters — Nina Rhodes"

"Frank Fowler — as Victor"

"Frank Gerstle — Dr. Frank"

"Marjorie Eaton — Mrs. March"

"WANTED: Youth and Beauty. Will Pay Millions. Only Beautiful and Shapely Girls Need Apply. No References Required. Appointments After Dark Only."

"Chained...to the Devil's Love Lab!"

"I don't want you running up and down stairs - those pretty legs will get ugly muscles!"

"Oh, how she made them sweat. Especially this old fool, companion and gigolo. How many years she's kept him dangling on promises. Well, sometimes it's convenient to have a man, especially when he comes cheaper than servants."

"As with the other bodies stolen from cemeteries, the nerve endings of the brain were too far gone to receive a proper transplant. The experiment failed to produce anything more than a walking, breathing zombie-like creature. But the doctor permitted her to wander about the laboratory - she was harmless and at times even amusing."

"Three new bodies. Fresh, live, young bodies. No families or friends within thousands of miles, no one to ask embarrassing questions when they disappear. Victor wondered which one Mrs. March would pick. The little Mexican, the girl from Vienna, or the buxom blonde? Victor knew his pick, but he still felt uneasy, making love to an 80 year old woman in the body of a 20 year old girl; it's insanity!"

"Where were the live, fresh bodies he'd been promised?"

"[pretending to read a letter to Scarlet in divorce court] Scarlet, before you go through with this, I want to remind you of September 7th, 1988. It was the first time that I saw you. You were reading Less Than Zero, and you were wearing a Guns 'n' Roses t-shirt. I'd never seen anything so perfect. I remember thinking that I had to have you, or I'd die... then you whispered that you loved me at the homecoming dance, and I felt so peaceful... and safe... because I knew that no matter what happened, from that day on, nothing could ever be that bad... because I had you. And then I, uh... I grew up and I lost my way. And I blamed you for my failures. And I know that you think you have to do this today... but I don't want you to. But I guess... if I love you, I should let you move on."

"Brian Doyle-Murray as the Janitor: the magical figure who makes the transformation possible."

"Thomas Lennon and Tyler Steelman as Ned Gold"

"Sterling Knight as Alex O'Donnell"

"Michelle Trachtenberg as Margaret Sarah "Maggie" O'Donnell"

"Leslie Mann and Allison Miller as Scarlet Porter O'Donnell"

"Matthew Perry and Zac Efron as Mike O'Donnell"

"Back to High School"

"Who says you're only young once?"

"High school star, never quite lived up to your potential. Sooner or later you all come back to your old school, stand there and look at the pictures of your glory days, wondering what might have been. Seems to me you guys are living in the past."

"[In the bleachers, talking to Maggie] When you're young everything feels like the end of the world. But it's not it's just the beginning. You might have to meet a few more jerks. But one day you're gonna meet a boy who treats you the way you deserve to be treated. Like the sun rises and sets with you."

"Alexandra Holden - Lulu"

"Look at these earrings! I'll be the envy of every girl at prom. Not like that was in jeopardy or anything."

"You're the only boy that can make my heart beat faster and slower at the same time. Karlie TC sucks!"

"(crying) Somebody shit in the locker."

"(after kissing April) I am so lesbian right now."

"(to Jake while calling for April) Too late dude, she's with me right now. She says that my peepee's way bigger than yours. And that's if I fold it in half"

"(after Jake insults April)You asshole!(Jake and Billy give him a weird look) Whoever left these towels here is an asshole."

"This is by far, the worst day of my life."

"I have to get to the little girls room before I soak my panties!"

"And for me, a screaming orgasm on the beach with extra sugar around the rim, YUM! (the bartender gives him an odd look) Better make that last one a Brewsky... Double Brewsky."

"Ooooh check out the sweet buns on that guy! I'd like to get my hands on those...(trails off as he notices the macho bartender glaring at him, and then continues)...and wish they were womens' breasts. I'd squeeze the hell out of 'em. Maybe put a steak on 'em. Cause I'm a GUY. And that's what GUYS like me LIKE TO DO!"

"You think you're so cool 'cause you can pee with your penis. Get a new conditioner, your ends are totally split!"

"(walking into the bathroom after turning into Jessica) WHERE'S MY...?"

"(after stealing a box of tampons) I gotta do WHAT??"

"I'll make you a deal. You just let me make another 500 bucks tonight, ok, then I'll give you your body back because it's soooo important to you. (mockingly) Waa, waa, I'm crying about my body! And then you can loan it to me every other weekend so I can pay off some gambling debts."

"Come on, it's not every day that your best friend grows a penis."

"The hottest chick in town just switched bodies with the luckiest loser in the world."

"Rob Schneider - Clive Maxtone/Jessica Spencer"

"Rachel McAdams - Jessica Spencer/Clive Maxtone"

"Anna Faris - April"

"Matthew Lawrence - Billy"

"Eric Christian Olsen - Jake"

"Michael O'Keefe - Richie Spencer"

"Melora Hardin - Carol Spencer"

"Maria-Elena Laas - Bianca"

"Maritza Murray - Keesha "Ling-Ling" Jackson"