"We had a famous painter out here last year... did last scenes. That man must have painted ten squares miles of canvas... and not one human face! And I wish he could have been here to paint that boy, Sandy, hanging up there so decoratively against the mountains. Because his pink tongue and his white face would have just set off the green of Montana splendidly. I mean, it would have made the damnedest bank calendar you ever saw!"

"John McLiam - David Braxton"

"Hunter von Leer - Sandy"

"[to Clayton, whispering] You know what woke you up? You just had your throat cut."

"Little Tod: Damn, I don't know why they had to put Canada all the way up here."

"Marlon Brando - Robert E. Lee Clayton"

"Why don't we just take a walk and we'll just talk about the Wild West and how to get the hell out of it!"

"Kathleen Lloyd - Jane Braxton"

"Richard Bradford - Pete Marker"

"Danny Goldman - Baggage clerk"

"Jack Nicholson - Tom Logan"

"The closer you get to Canada, the more things'll eat your horse."

"Harry Dean Stanton - Cal"

"The first time I met Sandy, he was rustling on his own. He had a stolen cavalry pony and he kept this dog. As soon as he would kill a steer, why he'd cut the brand off and feed it to the dog. So before they could get enough evidence to convict him, they'd have to lock that dog up and pick through his shit for a week before they could find the brand."

"I'd like almost anythin' better 'n' bein' burnt up."

"Randy Quaid - Little Tod"

"Frederic Forrest - Cary"

"[after killing a man, dressed in a bonnet and shawl] Granny's tired now."

"Cal: A 44.40 in the brain pan would be my sentence for him. Now I don't know why you don't want to go along with that, Tom!"

"David Braxton: This is my fourth frontier and I know how they run. I was in the California gold fields before I was eighteen, I was at the rush at Alder Gulch and I went with the grazing committee to South America. These long ropers in the Missouri Breaks are a mixed bag: barbers from Minneapolis, failed grangers, Scandinavian half-breeds, wolfers and woodcutters, dishonest apprentices, raftsmen, poisoners - you give them a chance and they'll waste everything!"

"John P. Ryan - Cy"

"Steve Franken - Lonesome Kid"

"James Greene - Hellsgate rancher"

"Luana Anders - Hellsgate rancher's wife"

"Rance Howard - Uncle Ray"

"Devin Ratray - Cole"

"Mary Louise Wilson - Aunt Martha"

"June Squibb - Kate Grant"

"Missy Doty - Noel"

"I ain't fiddlin' with no cow titties. I'm a city girl!"

"[upon learning Woody has "won" a million dollars] I never knew the son of a bitch even wanted to be a millionaire! He should have thought about that years ago and worked for it!"

"[lifts her dress and flashes a tombstone] You see this? You could have had all this to yourself, and look what you missed out on."

"Bruce Dern - Woody Grant"

"Will Forte - David Grant"

"Stacy Keach - Ed Pegram"

"Bob Odenkirk - Ross Grant"

"Ross Grant: [in a physical altercation with his cousin] Hey, watch the face, okay? I'm on TV."

"[to David] Have a drink with your old man. Be somebody!"

"Angela McEwan - Pegy Nagy"

"Burton Gilliam - Welder"

"Bill McKinney - Crazed Car Driver w/raccoon and rabbits"

"Beth Howland - Bank Manager's Wife"

"Gregory Walcott - Car Salesman"

"Jack Dodson - Bank Manager"

"Vic Tayback - Construction Company Owner"

"Dub Taylor - Gas Station Attendant"

"Geoffrey Lewis - Eddie Goody"

"George Kennedy - Red Leary"