John L. Sullivan: I want this picture to be a commentary on modern conditions. Stark realism. The problems that confront the average man!
LeBrand: But with a little sex in it.
John L. Sullivan: A little, but I don't want to stress it. I want this picture to be a document. I want to hold a mirror up to life. I want this to be a picture of dignity! A true canvas of the suffering of humanity!
LeBrand: But with a little sex in it.
John L. Sullivan: [reluctantly] With a little sex in it.
Hadrian: How 'bout a nice musical?
John L. Sullivan: There's a lot to be said for making people laugh. Did you know that that's all some people have? It isn't much, but it's better than nothing in this cockeyed caravan.
Burrows: Good morning, sir.
Burrows: I don't like it at all, sir. Fancy dress, I take it?
John L. Sullivan: What's the matter with it?
Burrows: I have never been sympathetic to the caricaturing of the poor and needy, sir.
John L. Sullivan: Who's caricaturing?
John L. Sullivan: I'm going out on the road to find out what it's like to be poor and needy and then I'm going to make a picture about it.
Burrows: If you'll permit me to say so, sir, the subject is not an interesting one. The poor know all about poverty and only the morbid rich would find the topic glamorous.
John L. Sullivan: But I'm doing it for the poor. Don't you understand?
Burrows: I doubt if they would appreciate it, sir. They rather resent the invasion of their privacy, I believe quite properly, sir. Also, such excursions can be extremely dangerous, sir. I worked for a gentleman once who likewise, with two friends, accoutered themselves as you have, sir, and then went out for a lark. They have not been heard from since.
Burrows: You see, sir, rich people and theorists - who are usually rich people - think of poverty in the negative, as the lack of riches - as disease might be called the lack of health. But it isn't, sir. Poverty is not the lack of anything, but a positive plague, virulent in itself, contagious as cholera, with filth, criminality, vice and despair as only a few of its symptoms. It is to be stayed away from, even for purposes of study. It is to be shunned.
[discussing a prior 'serious' film]
LeBrand: It died in Pittsburgh.
Hadrian: Like a dog!
John L. Sullivan: Aw, what do they know in Pittsburgh...
Hadrian: They know what they like.
John L. Sullivan: If they knew what they liked, they wouldn't live in Pittsburgh!
Policeman at Beverly Hills station: How does the girl fit into the picture?
John L. Sullivan: There's always a girl in the picture. What's the matter, don't you go to the movies?
Miz Zeffie: He seems very strong. Did you notice his torso?
Ursula: I noticed that you noticed it.
Miz Zeffie: Don't be vindictive, dear. Some people are just naturally more sensitive to some things in life than some people. Some are blind to beauty, while others... Even as a little girl you were more the acid type, dear, while I, if you remember...
Ursula: I remember better than you do.
Miz Zeffie: Well forget it. And furthermore I have never done anything that I was ashamed of, Ursula.
Ursula: Neither have I.
Miz Zeffie: Yes, dear, but nobody ever asked you to.
John L. Sullivan: But nothing is going to stop me. I'm going to find out how it feels to be in trouble. Without friends, without credit, without checkbook, without name. Alone.
The Girl: And I'll go with you.
John L. Sullivan: How can I be alone if you're with me?
The Girl: You know, the nice thing about buying food for a man is that you don't have to listen to his jokes. Just think, if you were some big shot like a casting director or something, I'd be staring into your bridgework saying 'Yes, Mr. Smearcase. No, Mr. Smearcase. Not really, Mr. Smearcase! Oh, Mr. Smearcase, that's my knee!' Give Mr. Smearcase another cup of coffee. Make it two. Want a piece of pie?
John L. Sullivan: No thanks, kid.
The Girl: Why, Mr. Smearcase, aren't you getting a little familiar?