- William 'Will' Smith: I'm stuck between buns of brass
- [looks at Susan]
- William 'Will' Smith: and brains of brick.
- [looks at Carlton]
- William 'Will' Smith: Potato chips? Ashley, what about Susan Powter?
- Ashley Banks: Will, I'm as health conscious as the next person but when she threw out the strawberry Pop-Tarts, she went over the line.
- Susan Powter: You should try walking a mile in your uncle's shoes.
- William 'Will' Smith: My uncle can't walk a mile in my uncle's shoes.
- Ashley Banks: Will, are you alright?
- William 'Will' Smith: Yeah why?
- Ashley Banks: You were just singing 'Lady' to a melon.
- William 'Will' Smith: That's how I check to see if they're ripe.
- Susan Powter: Hilary, why're you stopping?
- Hilary Banks: I'm starting to sweat.
- Susan Powter: Hilary, do you have a problem with me?
- Hilary Banks: Look, you're a talk show host, I'm a talk show host, you don't see me skateboarding with Montel.
- William 'Will' Smith: [bet on a mystery celebrity athlete thinking it was Michael Jordan, Susan Powter steps out] Mike looks different since he started playing baseball.
- Hilary Banks: I just love auctions, you hear 'going once, going twice' and no matter what the amount is, you just raise the paddle and double it!