“- Tanya Mousekewitz: I look like a real lady.
- Miss Kitty: Remember, the real lady is what's underneath the mask.”

Cathy Cavadini - Tanya Mousekewitz
Amy Irving - Miss Kitty

“- Ed Bloom - Senior: What do you want? Who do you want me to be?
- Will Bloom: Just yourself. Good, bad, everything. Just show me who you are for once.”
Albert Finney - Ed Bloom - Senior
Billy Crudup - Will Bloom

“I work so hard on this image, on Stu Shepherd, the asshole who refers to himself in the third person, that I only proved I should be alone. I have just been dressing up as something I'm not for so long, I'm so afraid no one will like what's underneath. But here I am, just flesh and blood and weakness.”
Colin Farrell - Stu Shepard

“The only true currency in this bankrupt world is what you share with someone else when you're uncool.”
Philip Seymour Hoffman - Lester Bangs

“- Joe Sperling: You sound like you're from the South.
- Percy Talbott: Things ain't always what they sound.”
Kieran Mulroney - Joe Sperling
Alison Elliott - Percy Talbott