- Shirley Schmidt: Nobody successfully sues a tobacco company. Even if you beat them at trial, they just appeal. Law firms go bankrupt trying to climb that hill.
- Alan Shore: Well, you know how I feel about money. Especially when it's yours.
- Jerry Espenson: [Twirling his wooden cigarette] I must say, I echo Shirley's sentiment. I do, I do. Tobacco companies specialize in two things: one, getting people addicted to cigarettes, and two, prolonging and protracting pre-trial litigation. I tell you, they simply make cases too burdensome, even for big firms, like us; certainly more than could be handled by your average dwarf.
- [He is referring to Bethany Horowitz, who brought the case to Alan]
- Carl Sack: I, too, am against taking on the tobacco company. The firm absolutely forbids you from taking it.
- [after a beat]
- Carl Sack: Katie, Jerry, give Alan whatever help he needs. Best of luck.
- Denny Crane: [They've just come from court where Alan is facing off against an ex-girlfriend; Denny's concerned about an impotent moment he had the other night] My penis has Alzheimer's!
- Alan Shore: No, Denny, you just had an off day!
- Denny Crane: ...You said it happened to you once? What were the circumstances?
- Alan Shore: It was with her, actually. Phoebe.
- Denny Crane: What happened?
- Alan Shore: [sighs] I was in love with her.
- Denny Crane: Oh. That'll kill the moment.
- Alan Shore: And she loved me. Just... not enough. I mean, no relationship is ever quite... even. There's always an imbalance of sorts. One person loves, or is in love, just a little more than the other, but... I just couldn't handle being...
- [he trails off]
- Alan Shore: So, I left.
- Denny Crane: Maybe it's not too late?
- Alan Shore: She's happily married, with children. It's too late.
- Denny Crane: [Alan has just told Denny about a daydream/dream sequence he just experienced in the courtroom, where he was dancing at his wedding to Phoebe to a Barry Manilow song] Were you delusional?
- Alan Shore: Not delusional, so much as... I don't know. Like I was in another universe all of a sudden. Somewhere on cable.