"[reading Gracie's letter to Joe] My love... after you left tonight, I thought about the kind of life we could have if things were different. If I had been born later, or you long ago. But who knows what we would have been like then. Or where. What tragedies we'd have to face along the way. What bad luck. This is not what I ever would have wanted. But I'm so... grateful that our paths led us to this road, no matter what the cost. I think about you all the time and the feeling I get when we look each other in the eyes. Do you feel that too? I know you don't have much to compare it to, but... let me assure you. It is rare. I've gone my whole life without it. And now that I've found it, I can't imagine going back and pretending. Sometimes I wish we'd never met, or that you didn't get the job in the pet shop at least, because I know that our lives will be forever changed because of this no matter how it all turns out. I know that my husband and my children... I... I know that this will affect them too. My hope is that we can keep our secrets long enough until at least we're in no danger from the law. Maybe by then I'll have enough time to end things cleanly, and to make sure that the children know that I love them. And maybe by then we'll have figured out what to say. When this first started, I didn't know what to think. I knew that we'd crossed a line, and I felt in my heart that we would cross it again. But now I think... I've lost track of where the line is. Who even draws these lines? All I know is that I love you and you love me. And you gave me so much pleasure tonight. I hope I did the same for you. I'll see you Saturday. Please burn this. you know what could happen to me if anyone ever found it. Your Gracie."

"[During a Q&A for high school students, Elizabeth is asked what it's like to film sex scenes] Well... sometimes it's really mechanical, like a choreographed dance, you know, where the only thing you can focus on is where you're supposed to be, and when. And then sometimes there's real chemistry between two people and you start feeling like it's real. In a strange way. You'd never admit it to one another, but you're wearing practically nothing and you're rubbing up against each other... [whispering] and sweating... [normal speech] and it's for hours... and you start losing the line, of like, am I pretending that I'm experiencing pleasure, or am I... Am I pretending that I'm not experiencing pleasure? And the whole crew, they're almost always all men. You feel them watching. And you feel them, like... [deep breath] ...holding their breath. [whispering] And they try and hide it when they swallow. [sighs, normal speech] You give into the rhythm, you know, every time. Tension never breaks."

"Insecure people are very dangerous, aren't they? I'm secure. Make sure you put that in there."

"Well, I'm not gonna cross-examine you, say what you wanna say."

"Honor, I got you that scale, as I told you at the time, as a tradition, because that's what my mother got me when I graduated from high school. You try going through life without a scale. See how that goes."

"[to his son] God, I can't tell if we're connecting, or if I'm creating a bad memory for you in real time, but I can't help it."

"Natalie Portman - Elizabeth"

"Julianne Moore - Gracie"

"Charles Melton - Joe Yoo"

"Cory Michael Smith - Georgie"

"Elizabeth Yu - Mary Atherton-Yoo"

"Gabriel Chung - Charlie Atherton-Yoo"

"Piper Curda - Honor Atherton-Yoo"

"D. W. Moffett - Tom Atherton"

"Lawrence Arancio - Morris Sperber"

"I know I have a sickness festering somewhere. I don't mean like Woody Guthrie, wasting away in some hospital. I couldn't do that, decay like that. That's nature's will, and I'm against nature. I don't dig nature at all. The only truly natural things are dreams, which nature cannot touch with decay."

"All they want from me is finger-pointin' songs. I only got ten fingers."

"It's a fierce sort of feeling, thinking something is expected of you but you don't know exactly what it is. Brings forth a weird kind of guilt."

"New York, August 7 of 1964. Congress grants President Johnson complete authority over the war while she studies painting at Cooper Union and he completes dubbing on his first major film. She tells him she's sure it will be a hit. And the cats across the roof, mad in love, scream into drainpipes. And it's I who am ready, ready to listen. Never tired, never sad, never guilty."

"Grain of Sand would become the underground hit of 1965 and Robbie Clark the new James Dean, Marlon Brando, and Jack Kerouac all rolled into one. But the movie disappointed her. The more they tried to make it youthful, the more the energies on screen seemed out of date. It wasn't the film they had dreamed, the film they had imagined and discussed. The film they each wanted to live."

"People are always talking about freedom. Freedom to live a certain way, without being kicked around. 'Course, the more you live a certain way, the less it feel like freedom. Me, I can change during the course of a day. I wake and I'm one person, when I go to sleep I know for certain I'm somebody else. I don't know who I am most of the time."

"It's like you got yesterday, today and tomorrow, all in the same room. There's no telling what can happen."

"Cate Blanchett – Jude Quinn"

"Ben Whishaw – Arthur Rimbaud"

"Christian Bale – Jack Rollins/Pastor Jack"

"Richard Gere – Billy the Kid"

"[To a crucifix] How does it feel?"

"Heath Ledger – Robbie Clark"

"Marcus Carl Franklin – Woody Guthrie"

"[Looking up at a giant Jesus on the cross] Do your early stuff!"

"How can I answer that if you got the nerve to ask me?"

"See, you just want me to say what you want me to say."

"Yeah, I have none of those feelings."

"God, I'm glad I'm not me."

"Yeah, it's chaos, it's clocks, it's watermelons, it's everything."

"Everybody knows I'm not a folk singer."

"I don't need to look to someone else to tell me I'm good. Slaughter me for all I care; I refuse to be hurt."

"Good and evil were invented by people trapped in scenes!"

"I accept chaos. I don't know whether it accepts me."

"You know, it's nature's will. And I'm against nature. I don't dig nature at all."

"Seven simple rules for life in hiding:"

"Woody Guthrie was dead, Little Richard was becoming a preacher, so whether you're a folksinger or a Christian, rock 'n' roll was the devil. Me? I was in a ditch, up a cliff, out of step, ready to quit. I wrote the kind of stuff you write when you have no place to live and you're wrapped up in the fire pump. I nearly killed myself with pity and despair. And then I wrote it. It was like swimming in lava. Skipping, kicking, catching a nail with your foot. Seeing your victim hanging from a tree."

"You don't have to write anything down to be a poet. Some work in gas stations. Some shine shoes. I don't really call myself one because I don't like the word. Me? I'm a trapeze artist. Sighting it and hearing it and breathing it in; rubbing it all in the pores of my skin. And the wind between my eyes, milk and honey in my comb."