Carol Connelly: Is it a secret what you're doing here?
Melvin Udall: I had to see you.
Carol Connelly: Because?
Melvin Udall: It relaxes me. I'd feel better sitting ouside your apartment on the curb than any other place I can think of or imagine.

Carol Connelly: You're going to die soon with that diet. You know that, right?
Melvin Udall: Oh, we're all going to die soon. I will, you will, and it sure sounds like your son will.

As long as you keep your work zipped up around me, I don't give a rat-crap what or where you shove your show. Are we done being neighbors for now?

How much more you got to eat? Appetites aren't as big as your noses, huh?

Melvin Udall: Oh, you were talking about your dog. I thought you were referring to that colored man inside your apartment.
Simon Bishop: Uh, what color would that be?
Melvin Udall: Like uh, like thick MO-lasses.

Simon Bishop: Rot in hell, Melvin!
Melvin Udall: No need to stop being a lady. Quit worryin! You'll be back on your knees in no time!

You're a disgrace to depression.

Melvin Udall: I can't get back to my old life. She's evicted me from my life!
Simon Bishop: Did you really like it all that much?

Carol Connelly: Melvin, I'd rather not.
Melvin Udall: What does that got to do with it?
Carol Connelly: Funny, I thought it was a strong point.

Melvin Udall: Judging from your eyes, I'd say you were fifty.
Carol Connelly: Judging from your eyes, I'd say you were kind, so so much for eyes.

Carol Connelly: Do you want to dance?
Melvin Udall: I've been thinking about that for a while.
Carol Connelly: [standing up] Well?
Melvin Udall: No.

I'm drowning here, and you're describing the water!

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