"Shapeley: [to Ellie] Well, shut my big nasty mouth! It looks like you're one up on me. You know, there's nothing I like better than to meet a high-class mama that can snap 'em back at ya. 'Cause the colder they are, the hotter they get. That's what I always say. Yes, sir, when a cold mama gets hot, boy, how she sizzles. Ha, ha, ha, ha. Now, you're just my type. Believe me, sister, I could go for you in a big way. 'Fun-on-the-side' Shapeley they call me, with accent on the fun, believe you me."

"Roscoe Karns - Oscar Shapeley"

"Two great lovers of the screen in the grandest of romantic comedies !"

"[to Peter] You think I'm a fool and a spoiled brat. Well, perhaps I am, although I don't see how I can be. People who are spoiled are accustomed to having their own way. I never have. On the contrary. I've always been told what to do, and how to do it, and when, and with whom. Would you believe it? This is the first time I've ever been alone with a man!...It's a wonder I'm not panic-stricken...Nurses, governesses, chaperones, even bodyguards. Oh, it's been a lot of fun."

"[to King Westley] I admit I'm licked. But it's only because I'm worried. If I don't find her soon, I'll go crazy...if she returns, I won't interfere with your marriage."

"[to Peter] There is a brain behind that face of yours, isn't there? You've got everything nicely figured out for yourself."

"[to Ellie, as she is walking down the aisle] That guy Warne is OK. He didn't want the reward. All he asked for was $39.60, what he spent on you. Said it was a matter of principle. You took him for a ride. He loves you Ellie. He told me so. You don't want to be married to a mug like Westley. I can buy him off for a pot of gold. And you can make an old man happy and you won't do so bad for yourself. If you change your mind, your car's waiting back at the gate."

"[to Ellie] Now that's my whole plot in a nutshell. A simple story for simple people. If you behave yourself, I'll see that you get to King Westley. If not, I'll just have to spill the beans to Papa."

"Detective: We're wasting our time. Can you imagine Ellie Andrews riding on a bus?"

"Jameson Thomas - King Westley"

"[to Shapeley] I got a couple of machine guns in my suitcase. I'll let you have one of 'em. May have a little trouble up North. Have to shoot it out with the cops. But if you come through all right, those five G's are as good as in the bag, maybe more. I'll have a talk with the Killer, see that he takes care of ya....yeah, yeah, the big boy, the boss of the outfit. You ever hear of Bugs Dooley?...He was a nice guy, just like you. But he made a big mistake one day. Got a little too talkative. Do you know what happened to his kid?...Well, I can't tell you, but when Bugs heard about it, he blew his brains out."

"[to his boss, on the phone] In a pig's eye, you will!...Hey listen monkey face, when you fired me, you fired the best newshound your filthy scandal sheet ever had...That was free verse, you gashouse palooka!"

"[to his boss, who has already hung up] Oh, so you're changing your tune, eh? You're a little late with your apologies. I wouldn't go back to work for you if you begged me on your hands and knees. And I hope this will be a lesson to you."

"I never did like the idea of sitting on newspaper. I did it once, and all the headlines came off on my white pants. On the level! It actually happened. Nobody bought a paper that day. They just followed me around over town and read the news on the seat of my pants."

"[to Ellie] Now listen, I put up a stiff fight for that seat. So if it's just the same to you - scram!"

"[in a telegram] Am I laughing? The biggest scoop of the year just dropped in my lap. I know where Ellen Andrews is...How would you like to have the story, you big tub of mush...Will try and get it. What I said about never writing another line for you still goes. Are you burning? PETER WARNE"

"Alan Hale - Danker"

"Arthur Hoyt - Zeke"

"I could have danced all night, I could have danced all night, and still have begged for more. I could have spread my wings and done a thousand things I've never done before."

"Women are irrational, that's all there is to that! Their heads are full of cotton, hay, and rags! They're nothing but exasperating, irritating, vacillating, calculating, agitating, maddening and infuriating hags!"

"Eliza? Where the devil are my slippers?"

"It's about filling up the deepest cut that separates class from class and soul from soul."

"Damn Mrs Pearce, damn the coffee, and damn you! And damn my own folly for having lavished my hard-earned knowledge, and the treasure of my regard and intimacy, on a heartless guttersnipe!"

"If the Higgins oxygen burns up her little lungs, let her seek some stuffiness that suits her! She's an owl sickened by a few days of my sunshine! Very well, let her go - I can do without her. I can do without anyone! I have my own soul, my own spark of divine fire!"

"All I want is 'Enry 'Iggins' 'ead."

"She's so deliciously low, so horribly dirty!"

"You dear friend who talks so well, you can go to Hertford, Hereford and Hampshire!"

"Eliza, you are to stay here for the next six months learning to speak beautifully, like a lady in a florist's shop. At the end of six months you will be taken to an embassy ball in a carriage, beautifully dressed. If the king finds out you are not a lady, you will be taken to the Tower of London, where your head will be cut off as a warning to other presumptuous flower girls! If you are not found out, you shall be given a present of... uh... seven and six to start life within a lady's shop. If you refuse this offer, you will be the most ungrateful, wicked girl, and the angels will weep for you."

"I find the moment that a woman makes friends with me, she becomes jealous, exacting, suspicious and a damned nuisance. And I find the moment that I make friends with a woman, I become selfish and tyrannical. So here I am – a confirmed old bachelor, and likely to remain so."

"I sold flowers; I didn't sell myself. Now you've made a lady of me, I'm not fit to sell anything else."

"Them she lived with would have done her in for a hatpin let alone a hat."

"Not her, gin was mother's milk to her."

"Them 'as pinched it, done her in! (1:29:17)"

"Here, what are you sniggering at? (1:30:08)"

"I have often walked down this street before; But the pavement always stayed beneath my feet before. All at once am I Several stories high, Knowing I'm on the street where you live."

"Art and music will thrive without you. Somehow Keats will survive without you. And there still will be rain on that plain down in Spain, even that will remain without you. I can do without you!"

"Come on, Dover! Move yer bloomin' arse! (1:31:18)"

"All I want is a room somewhere, Far away from the cold night air. With one enormous chair, Aow, wouldn't it be loverly?"

"Damn, damn, damn, DAMN! ... I've grown accustomed to her face!"

"Her smiles, her frowns, her ups, her downs are second nature to me now, like breathing out and breathing in."

"Poor Eliza! How simply frightful! How humiliating! How delightful!"

"There even are places where English completely disappears! In America, they haven't used it for years!"

"to sell flowers if I keep off the kerb. I'm a respectable girl: so help me, I never spoke to him 'cept so far as to buy a flower off me."

"The difference between a lady and a flower girl is not how she behaves, but how she is treated."

"Mary Young - Mrs. Deveridge, Birnam's Landlady"

"Anita Sharp-Bolster - Mrs. Foley, Cleaning Lady"

"Frank Faylen - 'Bim' Nolan, Male Nurse"

"Howard Da Silva - Nat, Bartender"

"Doris Dowling - Gloria"

"Lillian Fontaine - Mrs. Charles St. James"