“- Sarah Williams: I don't want to watch you turn into a cog in their machine.
- Fielding Pierce: That's so fucking condescending. Sometimes cogs can make machines run a little but better.
- Sarah Williams: Sometimes yes. Mostly they turn in circles and wear out. Then they get replaced.”
Jennifer Lynn Connelly - Sarah Williams
Billy Crudup - Fielding Pierce

“You just lost the best thing you never had.”

Sigourney Weaver - Max Conners

“- Alan Swann: Stone, I want you to know that this morning I had absolutely no idea I was in the process of inserting myself into an arrangement that already existed between you and Miss Downing.
- Benjy Stone: Would it have made any difference?
- Alan Swann: No.”
Peter O'Toole - Alan Swann
Mark Linn-Baker - Benjy Stone

“Ain't it just grand layin' there late at night in your bed, waitin' for your man to show up? And when he finally does, at oh about 4 o'clock in the mornin', with whiskey on his breath, and the smell of another woman on his person... Oh honey, I can smell another woman at 500 paces. That's a easy one to catch.”

Bette Midler - Mary Rose Foster

“- Dave: Everybody cheats. I just didn't know.
- Dad: Well, now you know.”
Dennis Christopher - Dave
Paul Dooley - Dad