"[after demonstrating some fake karate moves while in jail] That's called the "quart of blood" technique. You do that, a quart of blood will drop out of a person's body."

"[while acting blind and legless] Hey, baby, what's happening? How are ya doing? Once you have a man with no legs, you never go back, baby. I know what you're thinkin'. You seen "Porgy and Bess"? [the woman begins to walk away] We can make it, baby! Me and you!... You BITCH!"

"Frank Oz - Corrupt Cop"

"Kristin Holby - Penelope Witherspoon"

"Paul Gleason - Clarence Beeks"

"Don Ameche - Mortimer Duke"

"Ralph Bellamy - Randolph Duke"

"Denholm Elliott - Coleman"

"Jamie Lee Curtis - Ophelia"

"Eddie Murphy - Billy Ray Valentine"

"Dan Aykroyd - Louis Winthorpe III"

"Take two complete strangers, make one of them rich the other poor... just watch the fun while they're... TRADING PLACES"

"Some very funny business."

"They're not just getting rich... They're getting even."

"Beeks: Hey. Back off! I'll rip out your eyes and piss on your brain."

"Harvey: Monkey? MONKEY! I'm a gorilla, you clown!"

"Even Bigger Black Guy: It ain't cool being no jive turkey so close to Thanksgiving."

"Bunny: And she stepped on the ball."

"Corrupt Cop: [Takes some PCP out of a baggie and tastes it] That's PCP! Phenycyclidine. Angel dust! You ever seen what this stuff does to kids? You're looking at 3 to 5 mandatory... Louis!"

"Officer Reynolds: [to Louis] Strip, you little shit, before I tear your ass!"

"[noticing Louis watch her undress] By the way, food and rent aren't the only things around here that cost money. You sleep on the couch."

"He was wearing my Harvard tie. Can you believe it? MY Harvard tie. Like oh, sure, HE went to Harvard."

"I had the most absurd nightmare. I was poor and no one liked me. I lost my job, I lost my house, Penelope hated me and it was all because of this terrible, awful Negro. [sees Billy and attacks]."

"[to Penelope, as he is leaving jail] Those men wanted to have sex with me!"

"[introducing himself] Billy Ray Valentine, Capricorn."

"J. Mack Slaughter, Jr. as Arthur"

"(repeated line) Hey, hey, hey!"

"I'm Fat Albert."

"I don't have problems. I solve problems."

"I can't take my sweater off...because, uh, I don't know what's underneath."

"Hey! Hey! Hey. Let go my legs. Hey let go my legs. I got to help these people. Wow, look at that guy. Ohh, look at this… Yeah, you can’t tell me he doesn’t need my help. Check out that lady over there. Do I detect tears? Eh, you in the back. Where are you goin’? It’s not over. You gotta watch the end credits."

"(to Fat Albert and the Gang) Okay, other people can see you, too. That's good. I think."

"This cannot be happening. I'm losing my mind. Yeah, that's it."

"(repeated line) I do not have a problem."

"I don't have friends because I don't want friends."

"Okay, Daddy and I are gonna have to have a long talk. I don't know how, but I'm gonna tell him that we need a gate. Some kind of guard or screen to put over the television set so nobody can get out. Okay."

"There's no way I'm letting that fat kid get over on Lauri."

"You haven't seen the last of me, fat man! Fat, fat, fat, fat!"

"Arthur! Learn the handshake!"

"Listen up, everybody! This fat fool is not what he appears to be!"

"Aren't you the hip-hop fool?"

"(repeated line) Mush Mouth thinks/says/wants to know (then clarifies whatever was spoken)"