“- Franklin Hatchett: You're phat.
- Grace Cipriani: Excuse me?
- Franklin Hatchett: You're phat. P-H-A-T. Pretty Hot And Tempting.”
Chris Tucker - Franklin Hatchett
Heather Locklear - Grace Cipriani

“- Reporter: Rock, you got anything derogatory to say about the champ?
- Rocky Balboa: Derogatory? Yeah. He's great.”
Tawny Little - Reporter
Sylvester Stallone - Rocky Balboa

“- Augusta Nash: You're crazy.
- Tom Martin: Crazy? How?
- Augusta Nash: Running after me.
- Tom Martin: I'm not running after you. Just happen to be going over the same track, in the same train, in the same direction.”
Claudette Colbert - Augusta Nash
Ray Milland - Tom Martin

“- Martha Strabel Van Cleve: If you don't change your attitude, I shall have to complain to your employer.
- Henry Van Cleve: I'm not employed here. I'm not a book salesman. I took one look at you and followed you into the store.”
Gene Tierney - Martha Strabel Van Cleve
Don Ameche - Henry Van Cleve

“Hobbes, I'm following you, but at the same time, I'm losing you.”
John Goodman - Jonesy