- Billie Holiday: [after Louis discovers that Billie shoots up] Sure I've taken a few shots, but only when I needed it,
- [Louis sighs]
- Billie Holiday: but i'm not hooked, Louis. I'm not.
- Louis McKay: Only when you needed it. What do you think hooked is? All I had to do is listen to your voice on the telephone and I knew. Who the hell do you think you're talking to? One of those ofay cats you be running around with? I've been on those streets all of my life. I know what that shit is!
- Billie Holiday: It's good, ain't it?
- [Louis then gets up and takes her suitcase and starts packing her stuff]
- Billie Holiday: Wait, Wait, Baby! Oh, no.
- Louis McKay: We're going home. Now!
- Billie Holiday: [Stopping him] Wait, hey, baby, wait. See, you don't understand. Now, you don't know how it is when people are looking down at you and laughing at you and think that I'm a loser. And if I go home now, I'll think that I'm one, too. I gotta prove it to them. I gotta prove it to myself.
- Louis McKay: What're you proving with that needle? That you're not woman enough to make it without a crutch? A magic way out when the going gets a little too rough? I want you to make it, too, baby. But not this way. Not this way.
- The Rapist: I see what I want.
- [motioning to Billie]
- The Rapist: And this is it.
- First Madame: Well, you can't always get what you see.
- [Pulling him to the door]
- First Madame: And since you don't want what you CAN get, you know where you can go. And this is it!
- Piano Man: What she don't pick up from the top, she can pick up from the bottom.
- Billie Holiday: I hope that works both ways!
- Mrs. Edson: Ain't it a shame how some of God's children have it so easy, while others have it so hard?
- Jerry: I'll be a bum if you don't pull in fifteen bucks in tips tonight. Fifteen bucks. Now that's my definition of a good singer.
- Louis McKay: Pardon me, lady. I must have got you mixed up with someone who used to reside as Missus, um... what's her name?
- Billie Holiday: If that's what you thought, nigger, why'd you give me them damn flowers? Why didn't you just give me some money?
- Louis McKay: I did.
- Reg Hanley: Did you hear that?
- Reg Hanley: Yeah.
- Vic: Sweet Sam and His Society Sissies. That's supposed to be us, man. That should be our gig.
- Reg Hanley: Do you want to be a sissy?
- Vic: Oh, man, here we are, riding our asses off all over this cotton-picking country trying to win these hicks over, and what do we got to show for it? Zero! Nothing, man. Bullshit! Where is that big radio cat that's supposed to discover us, Reg? Huh? Where is that son of a bitch, anyway?
- Harry: Hey, watch your mouth. Can't you see there's a lady present?
- Billie Holiday: That's right. Show some respect, you motherfucker.
- The Prostitute: Girl, if you wants to lay around all day, you is in the wrong end of the business.
- Billie Holiday: When I give it away for the first time, it ain't gonna be to no $2 John in East Baltimore. That's for damn sure.
- The Prostitute: At the rate you going, by the time you decide to give it away you'll have to pay some John $2 just to take it!
- Mama Holiday: I ain't never, in my whole life, seen such a fine hat. Just like them fancy ladies up on Sugar Hill. Oh, Lord, and just to think my baby give it to me. Honey, I just loves it.
- Mrs. Edson: Eleanora, you're late again. Girl, you done missed two tricks already. You better get the spirit, sister, and get yourself on up them steps... and quit your lollygagging.
- Big Ben: My father was a jockey, and he taught me how to *ride*. He said, Big Ben, you got to get it from side to side. Now, in case you don't know who I am - I'm Big Ben, baby! Yeah, the lover-man! We gonna have ourselves a ball tonight.
- Big Ben: I'm from the city, and I'm gonna kiss your little titty. Young, and fine, and mellow. Light as a feather.
- Big Ben: Oooo-we! You fine, young thing! You're new in the neighborhood. So, honey, I gotta love you *real* good.
- Big Ben: I never accomplished any great feats, but you know something, baby? I'm something else under them sheets.
- Jerry: Thank you, honey. Just real nice. Beautiful. Wonderful. I tell you what, watch your step as you leave. You know the way out. Be careful.
- Billie Holiday: [singing] You took the part, That once was my heart, So why not, Take all of me. Yeah! Take all of me.
- Reg Hanley: We're trying to form a band to take a tour around the country and we wanted to talk to you about joining us.
- Billie Holiday: Joining you? You serious?
- Reg Hanley: Very.
- Billie Holiday: A colored singer with a white band?
- Harry: Yeah. Yeah.
- Billie Holiday: Yeah? You must want to keep playing no place.
- Reg Hanley: Well, you see, that's exactly the point. We wouldn't be just another band with you singing. We'd be something special.
- Harry: Let's face it, Billie, you are the cream in our coffee.
- Billie Holiday: You got that the wrong way around, don't you?
- Billie Holiday: You mean to tell me that I have to travel all the way to East Jesus and back before I can get in some club downtown less than five minutes away from here?
- Billie Holiday: [singing] Southern trees, Bear a strange fruit, Blood on the leaves, And blood at the root, Here is a fruit, For the crows to pluck, For the rain to gather, For the wind to suck, For the sun to rot, For the tree, To drop, Here is a strange, And bitter, Crop...
- Billie Holiday: Look, Harry, like I've been telling you, what you do is your business. I may be tired, but I ain't dumb.
- Harry: You're walking across a street. A truck hits you. You're laying in the street. They take you to the nearest hospital. What's the first thing they do? They give you a shot of morphine. Now, morphine ain't an aspirin. It's - dope. Do you think that makes you an addict? One goddamn little shot ain't gonna make you a junkie, but, you know, it keeps you flying.
- Billie Holiday: Okay, Harry. If I get hit by a truck, I'll call you, okay?
- Louis McKay: If you go down, baby. I go down, too.
- Billie Holiday: I'm not going down, because there ain't no place down there I wanna be. Be going up, baby.
- Billie Holiday: [singing] If I should take a notion, To jump into the ocean, Ain't nobody's bidiness if I do...
- Billie Holiday: [singing] Good morning, heartache, You old gloomy sight, Good morning, heartache, Thought we said goodbye last night, I tossed and turned until it seemed, You had gone, But here you are with the dawn, Wish I'd forget you...
- Billie Holiday: Oh, baby. Oh, I missed you so much. Oh, you look so good. Oh, baby. How'd you get here?
- Louis McKay: Get your clothes off.
- Billie Holiday: I like your style, but I can't say much for your timing. Why don't we wait till we get home, get a nice hot bath?
- Louis McKay: No.
- Billie Holiday: Whatever you say. My, my, the man is ready. Well, so am I.
- Billie Holiday: Come on. Put it right up in there.
- The Hawk: Yeah, yeah.
- Billie Holiday: Come on, sweetheart.
- The Hawk: I'm coming. I'm coming. I'm coming.
- Billie Holiday: [singing] Stop haunting me now, Can't shake you, no how, Just leave me alone, I've got those Monday blues, Straight through Sunday blues... .
- Reg Hanley: Biillie.
- Billie Holiday: Yeah?
- Reg Hanley: Sing pretty...
- Billie Holiday: [singing] I don't know why, But I'm feeling so sad, I long to try, Something I never had...
- Reg Hanley: You know, that song you just got through singing... It 'Ain't Nobody's Business? Well, that's not true. Many people around who love you, Billie.
- Billie Holiday: [singing] You've changed, You're not the angel I once knew, No need to tell me that we're through, It's all over now, You've changed...
- Piano Man: We're in Hollywood, baby. We're gonna be in the movies. That's right. We're gonna be famous. You're gonna be a star, right? We'll team up. We'll be great together. I'll be like Valentino. You be like... We be like Valentino and What's-her-name. You know? Me and you, baby.
- Louis McKay: Come on, take your hat now. We're going home, okay? We're going home.
- Billie Holiday: We're going home... .
- Louis McKay: Yeah, we're going home. All right?
- Billie Holiday: I'm going home, right?
- Louis McKay: Okay, you put your hat on. We're going home.
- Billie Holiday: You got your own harmonica.
- Piano Man: I got my own harmonica.
- Billie Holiday: I got my own high, too.
- Piano Man: I knew you were trying to hog the horse.
- Piano Man: Jimmy, this is Lady. Jimmy's the man. Hey, man, this is Lady, Lady Day. This is Billie Holiday! You know what I mean? The star!
- Piano Man: Don't worry about it. It's gonna be cool. I know it's gonna work out. You know why I know it's gonna work out? Because it's gonna work out.
- Billie Holiday: Hey, you know what?
- Piano Man: Chicken butt.
- Billie Holiday: [singing] Them that's got shall get, Them that's not shall lose...