“- Karla: I don't know what you've got to smile about!
- Duane Jackson: Well, it was either smile about nothing or cry about everything... And I didn't feel like cryin'.”
Annie Potts - Karla Jackson
Jeff Bridges - Duane Jackson

“- Sandy: Oh, my... that kind of evening?
- Lauren: Well, not the kind you're used to; no money changed hands!”

Bette Midler - Sandy
Shelley Lee Long - Lauren

“- Amber Atkins: My mom never hid the fact that my dad chose his career over us. What was it she always said?
- Loretta: Once a carnie, always a carnie.
- Amber Atkins: Mom still cries every time she sees a tilt-a-whirl or a fat lady in a tube top.”
Kirsten Dunst - Amber Atkins
Allison Janney - Loretta

“- Harriet M. Welsch: I'm not gonna cry, I'm not gonna cry, I'm not gonna cry.
- Ole Golly: Nah it's okay to cry, but whatever you do, don't laugh, no Harriet, I will not tolerate laughter as I leave. No.”
Michelle Trachtenberg - Harriet M. Welsch
Rosie O'Donnell - Ole Golly

“Laugh and the world laughs with you. Cry and I'll give ya something to cry about you little bastard!”

Jeff Goldblum - Mitchell Kane