George Bailey: Just a minute... just a minute. Now, hold on, Mr. Potter. You're right when you say my father was no businessman. I know that. Why he ever started this cheap, penny-ante Building and Loan, I'll never know. But neither you nor anyone else can say anything against his character, because his whole life was... why, in the 25 years since he and his brother, Uncle Billy, started this thing, he never once thought of himself. Isn't that right, Uncle Billy? He didn't save enough money to send Harry away to college, let alone me. But he did help a few people get out of your slums, Mr. Potter, and what's wrong with that? Why... here, you're all businessmen here. Doesn't it make them better citizens? Doesn't it make them better customers? You... you said... what'd you say a minute ago? They had to wait and save their money before they even ought to think of a decent home. Wait? Wait for what? Until their children grow up and leave them? Until they're so old and broken down that they... Do you know how long it takes a working man to save $5,000? Just remember this, Mr. Potter, that this rabble you're talking about... they do most of the working and paying and living and dying in this community. Well, is it too much to have them work and pay and live and die in a couple of decent rooms and a bath? Anyway, my father didn't think so. People were human beings to him. But to you, a warped, frustrated old man, they're cattle. Well in my book, my father died a much richer man than you'll ever be!
George Bailey: [yelling at Uncle Billy] Where's that money, you silly stupid old fool? Where's that money? Do you realize what this means? It means bankruptcy and scandal and prison! That's what it means! One of us is going to jail; well, it's not gonna be me!
Nick: [ringing the cash register repeatedly] Get me. I'm givin' out wings!
Mr. Potter: [to George Bailey] Look at you. You used to be so cocky. You were going to go out and conquer the world. You once called me a warped, frustrated, old man! What are you but a warped, frustrated young man? A miserable little clerk crawling in here on your hands and knees and begging for help. No securities, no stocks, no bonds, nothin' but a miserable little $500 equity in a life insurance policy.
Mr. Potter: You're worth more dead than alive! Why don't you go to the riffraff you love so much and ask them to let you have $8,000? You know why? Because they'd run you out of town on a rail. But I'll tell you what I'm going to do for you, George. Since the state examiner is still here, as a stockholder of the Building and Loan, I'm going to swear out a warrant for your arrest. Misappropriation of funds, manipulation, malfeasance...
[sees George runs off]
Mr. Potter: All right, George, go ahead! You can't hide in a little town like this!
Nick: Hey look, mister. We serve hard drinks in here for men who want to get drunk fast, and we don't need any characters around to give the joint "atmosphere". Is that clear, or do I have to slip you my left for a convincer?
George Bailey: [intervening] Nick, hold on. Just give him the same as mine. He's no trouble.
[Nick walks away to tend to the bar]
George Bailey: [to Clarence] What's the matter with him? I never saw Nick act like that before.
Clarence: You'll see a lot of strange things from now on.
Uncle Billy: After all, Potter, some people like George HAD to stay at home. Not every heel was in Germany and Japan.
Nick: [slamming a bottle on the bar] That's it! Out you two pixies go... through the door, or out the window!
George Bailey: Hold on, Nick! What's wrong?
Nick: That's another thing. Where do you come off calling me Nick?
George Bailey: Well... Nick, that's your name. Isn't it?
Nick: What does that have to do with anything? I don't know you from Adam's off Ox.
George Bailey: Now, come on, get your clothes on, and we'll stroll up to my car and get... Oh, I'm sorry. I'll stroll. You fly.
Clarence: I can't fly! I haven't got my wings.
George Bailey: You haven't got your wings. Yeah, that's right.
George Bailey: Well, maybe I left the car up at Martini's. Well, come on, Gabriel.
George Bailey: Clarence. Right... Clarence.
[George has discovered his brother Harry's tombstone]
Clarence: [explaining] Your brother, Harry Bailey, broke through the ice and was drowned at the age of nine.
George Bailey: That's a lie! Harry Bailey went to war! He got the Congressional Medal of Honor! He saved the lives of every man on that transport!
Clarence: Every man on that transport died. Harry wasn't there to save them, because you weren't there to save Harry.
George Bailey: What is it you want, Mary? What do you want? You want the moon? Just say the word and I'll throw a lasso around it and pull it down. Hey. That's a pretty good idea. I'll give you the moon, Mary.
Mary: I'll take it. Then what?
George Bailey: Well, then you can swallow it, and it'll all dissolve, see... and the moonbeams would shoot out of your fingers and your toes and the ends of your hair... am I talking too much?
Clarence: Strange, isn't it? Each man's life touches so many other lives. When he isn't around he leaves an awful hole, doesn't he?
[George returns to the bridge where his nightmare began, hoping to bring back his old life]
George Bailey: [praying] Clarence! Clarence! Help me, Clarence! Get me back! Get me back, I don't care what happens to me! Get me back to my wife and kids! Help me Clarence, please! Please! I wanna live again. I wanna live again. Please, God, let me live again.
[it begins to snow again]
Bert: [shouts] Hey, George! George! You all right? Hey, what's the matter?
George Bailey: Now get outta here, Bert, or I'll hit you again! Get outta here!
Bert: What the sam hill you yellin' for, George?
George Bailey: You...
George Bailey: George... Bert? Do you know me?
Bert: Know you? Huh. You kiddin'? I've been looking all over town trying to find you. I saw your car plowed into that tree down there and I thought maybe you - hey, your mouth's bleeding. Are you sure you're all right?
George Bailey: What the...
[licks the corner of his lip and checks his mouth with his hand]
George Bailey: Ha, ha, ha, ha! My mouth's bleeding, Bert! My mouth's bleeding! Zuzu's petals... Zuzu...
George Bailey: [checking his pocket] There they are! Bert, what do you know about that! Merry Christmas!
Man on Porch: Why don't you kiss her instead of talking her to death?
George Bailey: You want me to kiss her, huh?
Man on Porch: Ah, youth is wasted on the wrong people.
George Bailey: You call this a happy family? Why do we have to have all these kids?
Mr. Potter: What have you been doing lately, George? Playing the market with the company's money?
George Bailey: No, of course not.
Mr. Potter: Or is it a woman you're involved with? It's all over town that you've been giving money to Violet Bick.
George Bailey: What?
Mr. Potter: Not that it's any skin off my nose.
George Bailey: You sit around here and you spin your little webs and you think the whole world revolves around you and your money. Well, it doesn't, Mr. Potter. In the whole vast configuration of things, I'd say you were nothing but a scurvy little spider! And...
[turning to his aide]
George Bailey: And that goes for you, too!
Clarence: There is no George Bailey.
[George searches his pockets for identification, finds none]
Clarence: You have no papers, no cards, no driver's license, no 4F card, no insurance policy.
[George finally searches his watch pocket for the rose petals from Zuzu]
Clarence: They're not there either.
George Bailey: What?
Clarence: Zuzu's petals... You've been given a great gift, George: A chance to see what the world would be like without you.
Clarence: You see George, you've really had a wonderful life. Don't you see what a mistake it would be to just throw it away?
Harry Bailey: A toast to my big brother George: The richest man in town.
Ernie Bishop: Just a minute! Quiet everybody! Quiet, quiet. Now get this, it's from London.
Ma Bailey: Oh!
Ernie Bishop: [Reading the telegram in his hand] Mr. Gower cabled you need cash, stop. My office instructed to advance you up to twenty-five thousand dollars, stop. Hee Haw and Merry Christmas! Sam Wainwright.
Mary: Bread... that this house may never know hunger.
[Mary hands a loaf of bread to Mrs. Martini]
Mary: Salt... that life may always have flavor.
[Mary hands a box of salt to Mrs. Martini]
George Bailey: And wine... that joy and prosperity may reign forever. Enter the Martini Castle.
[George hands Mr. Martini a bottle of wine]
Zuzu Bailey: Look, Daddy. Teacher says, every time a bell rings an angel gets his wings.
George Bailey: That's right, that's right.
George Bailey: [Looks heavenward] Attaboy, Clarence.
Mr. Emil Gower: I owe everything to George Bailey. Help him, dear Father.
Giuseppe Martini: Joseph, Jesus and Mary. Help my friend, Mr. Bailey.
Ma Bailey: Help my son, George, tonight.
Bert: He never thinks about himself, God, that's why he's in trouble.
Ernie Bishop: George is a good guy. Give him a break, God.
Mary: I love him, dear Lord. Watch over him tonight.
Janie Bailey: Please, God, something's the matter with Daddy.
Zuzu Bailey: Please bring Daddy back.
Annie: I been savin' this money for a divorce, if ever I got a husband.
Little Violet: [commenting on George] I like him.
Little Mary: You like every boy.
Little Violet: What's wrong with that?
George Bailey: Well, you look about the kind of angel I'd get. Sort of a fallen angel, aren't you? What happened to your wings?
Clarence: I haven't won my wings, yet. That's why I'm called an Angel Second Class. I have to earn them. And you'll help me will you?
George Bailey: [sarcastic] Sure, sure. How?
Clarence: By letting me help you.
George Bailey: I know one way you can help me. You don't happen to have 8,000 bucks on you?
Clarence: No, we don't use money in Heaven.
George Bailey: Well, it comes in real handy down here, bud!
George Bailey: Isn't it wonderful? I'm going to jail!
Clarence: [In book inscription] Remember, George: no man is a failure who has friends.
George Bailey: [on Mary being caught naked in the bushes] This is a very interesting situation!
George Bailey: [running through Bedford Falls] Merry Christmas, movie house! Merry Christmas, Emporium! Merry Christmas, you wonderful old Building and Loan!
George Bailey: Clarence?
Clarence: Yes, George?
George Bailey: Where's Mary? If this is all real and I was never born, what became of Mary?
Clarence: [hesitates] Well... I don't... I can't...
George Bailey: [grabs Clarence by his collar] Look, I don't know how you know these things, but if you know where my wife is, you'll tell me.
Clarence: I... I'm not supposed to tell.
George Bailey: Please, Clarence, where's my wife? Tell me where my wife is.
Clarence: You're not going to like it, George.
George Bailey: Where is she? What happened to her?
Clarence: She became an old maid. She never married...
George Bailey: [desperate] Where is she? WHERE IS SHE?
Clarence: She's... she's just about to close up the library!
[George throws Clarence to the ground and runs off]
Clarence: [more frustrated] Ohh... there must be some easier way for me to get my wings.
George Bailey: I know what I'm gonna do tomorrow, and the next day, and the next year, and the year after that.
Annie: Boys and girls and music. Why do they need gin?
George Bailey: I'm shakin' the dust of this crummy little town off my feet and I'm gonna see the world. Italy, Greece, the Parthenon, the Colosseum. Then, I'm comin' back here to go to college and see what they know. And then I'm gonna build things. I'm gonna build airfields, I'm gonna build skyscrapers a hundred stories high, I'm gonna build bridges a mile long...
George Bailey: Now, you listen to me! I don't want any plastics, and I don't want any ground floors, and I don't want to get married - ever - to anyone! You understand that? I want to do what I want to do. And you're... and you're...
[runs out of words, sees her crying]
George Bailey: Oh, Mary, Mary...
Mary: George... George... George...
George Bailey: [kisses her intensely] Mary... Would you?... Would you?...
George Bailey: Now, will you do something for me?
Zuzu Bailey: What?
George Bailey: Will you try and get some sleep?
Zuzu Bailey: I'm not sleepy. I want to look at my flower.
George Bailey: I know-I know, but you just go to sleep, and then you can dream about it, and it'll be a whole garden.
Zuzu Bailey: It will?
George Bailey: Uh-huh.
House owner: I mean Pottersville. Don't you think I know where I live? What's the matter with you?
[He proceeds toward his house. George is completely bewildered]
George Bailey: Oh, I don't know. Either I'm off my nut, or he is...
George Bailey: ... or you are!
Clarence: It isn't me!
Mrs. Hatch: Who is down there with you, Mary?
Mary: It's George Bailey, mother.
Mrs. Hatch: George Bailey? What does he want?
Mary: I don't know!
Mary: What do you want?
George Bailey: Me? Nothing! I just came in to get warm.
Mary: [pause] He's making violent love to me, mother!
Ma Bailey: First Harry, now George. Annie, we're just two old maids now.
Annie: You speak for yourself, Miss B.
Bert: Liver pills? We need posters of beautiful places, romantic places. Places George wants to go!
George Bailey: I wish I had a million dollars... Hot dog!
Clarence: I'm Clarence Oddbody, AS2.
George Bailey: Oddbody... Hey, what's an AS2?
Clarence: Angel, Second Class.
[the bridgekeeper, overhearing it, falls backwards in his chair completely spooked]
Mary: I feel like a bootlegger's wife!
George Bailey: [gazing eyes with Mary] Well, well, well.
Freddie Othello: Now, to get back to my story, see?
[in a trance, Mary hands Othello her drink, and George and Mary start dancing]
Freddie Othello: Hey, this is MY dance!
George Bailey: Oh, why don't you stop annoying people.
Freddie Othello: Well, I'm sorr- Hey!
Mary: You look at me as if you didn't know me.
George Bailey: Well, I don't.
Mary: You pass me on the street almost every day.
George Bailey: Me? Naw, that was a little girl named Mary Hatch, that wasn't you.
Mickey: [Mickey walks up to a disheartened Freddie Othello, dumped by Mary Hatch] What's the matter, Othello - jealous? Did you know there's a swimming pool under this floor? And did you know that *button* behind you causes this floor to open up? And did you further know that George Bailey is dancing right over that crack?
[Othello turns to Mickey]
Mickey: I've got the key!
George Bailey: [the staff celebrates closing the building and loan company with only two dollars remaining, to stay in business] Get a tray for these two great big important simoleans here.
Uncle Billy: We'll save 'em for seed.
George Bailey: A toast! A toast! A toast to Mama Dollar and to Papa Dollar, and if you want to keep this old Building and Loan in business, you better have a family real quick.
Cousin Tilly: I wish they were rabbits.
George Bailey: [George is having his last meal at home before leaving on his cruise. His father is distraught over his leaving] Pop, I think you're a great guy.
George Bailey: [thinking Annie is eavesdropping] Did you hear that, Annie?
Annie: I heard it... 'bout time one of you lunkheads said it!
Mary: [embracing George] Remember the night we broke the windows in this old house? This is what I wished for.
George Bailey: [softly] You're wonderful... wonderful.
George Bailey: Dear Father in heaven, I'm not a praying man, but if you're up there and you can hear me
George Bailey: show me the way... show me the way.
Man at Bar: Why do you drink so much? Please go home, Mr. Bailey.
Mr. Welch: [sitting right beside George] Bailey? Which Bailey?
Giuseppe Martini: This is Mr. George Bailey.
[Mr. Welch angrily pulls George Bailey up to his face by the lapels with one hand and hits him in the face with a right hook, sending him to the floor]
Mr. Welch: Next time you talk to my wife like that, you'll get worse! She cried for an hour! It's not enough she teaches stupid children to read and write, you had to bawl her out!
George Bailey: Merry Christmas, Mr. Potter!
Mr. Potter: And Happy New Year to you, in jail! Why don't you go on home? They're waiting for you!
Ma Bailey: [speaking of Mary Hatch] Why, she lights up like a firefly whenever you are around. Besides, Sam Wainright is off in New York, and you're here in Bedford Falls...
George Bailey: And all's fair in love and war, right?
Ma Bailey: [fixing his collar] Well, I don't know about war...
George Bailey: Mary Hatch, why in the world did you ever marry a guy like me?
Mary: To keep from being an old maid!
George Bailey: You could have married Sam Wainright, or anybody else in town...
Mary: I didn't want to marry anybody else in town. I want my baby to look like you.
George Bailey: You didn't even have a honeymoon. I promised you...
George Bailey: Your what?
Mary: My baby!
George Bailey: [stuttering] Your, your, your, ba- Mary, you on the nest?
Mary: George Baily Lassos Stork!
George Bailey: [still stuttering] Lassos a stork?
George Bailey: What're'ya... You mean you're... What is it, a boy or a girl?
Mary: [nods enthusiasticly] Mmmm-hmmm!
Little Mary: Is this the ear you can't hear on?
[whispering in his bad ear]
Little Mary: George Bailey, I'll love you 'til the day I die.
George Bailey: Rochester? Why Rochester?
Pa Bailey: I know it's soon to talk about it.
George Bailey: Oh, now Pop, I couldn't. I couldn't face being cooped up for the rest of my life in a shabby little office... Oh, I'm sorry Pop, I didn't mean that, but this business of nickels and dimes and spending all your life trying to figure out how to save three cents on a length of pipe... I'd go crazy. I want to do something big and something important.
Pa Bailey: You know, George, I feel that in a small way we are doing something important. Satisfying a fundamental urge. It's deep in the race for a man to want his own roof and walls and fireplace, and we're helping him get those things in our shabby little office.
George Bailey: I know, Dad. I wish I felt... But I've been hoarding pennies like a miser in order to... Most of my friends have already finished college. I just feel like if I don't get away, I'd bust.
Pa Bailey: Yes... yes... You're right son.
George Bailey: You see what I mean, don't you, Pop?
Pa Bailey: This town is no place for any man unless he's willing to crawl to Potter. You've got talent, son. I've seen it. You get yourself an education. Then get out of here.
George Bailey: Pop, you want a shock? I think you're a great guy.
[to Annie, listening through the door]
George Bailey: Oh, did you hear that, Annie?
Annie: I heard it. About time one of you lunkheads said it.
Real Estate Salesman: Fifteen years ago, a half-dozen houses stuck here and there. There's the old cemetery, squirrels, buttercups, daisies. Dozens of the prettiest little homes you ever saw. Ninety per cent owned by suckers who used to pay rent to you. Your Potter's Field, my dear Mr. Employer, is becoming just that. And are the local yokels making with those David and Goliath wisecracks!
Mr. Potter: Oh, they are, are they? Even thought they know the Baileys haven't made a dime out of it.
Real Estate Salesman: You know very well why. The Baileys were all chumps. Every one of these homes is worth twice what it cost the Building and Loan to build. If I were you, Mr. Potter...
Mr. Potter: Well, you are not me.
Real Estate Salesman: As I say, it's no skin off my nose. But one of these days this bright young man is going to be asking George Bailey for a job.
Mary Hatch: [trapped naked in a bush] Shame on you! I'll tell your mother!
George Bailey: [thoughtfully] My mother's way up on the corner there.
Mary Hatch: I'll call the police.
George Bailey: They're way downtown. Anyway, they'd be on my side.
Mary Hatch: Then I'll scream!
George Bailey: [to Mary] You look older without your clothes on.
Ernie Bishop: [as George is trying to find Mary in the abandoned house] Watch this guy, Bert, he's bats!
Violet Bick: Good afternoon, Mr. Bailey.
George Bailey: Hello, Violet. Hey, you look good, that's some dress you got on there.
Violet Bick: This old thing? Why, I only wear it when I don't care how I look.
Ernie Bishop: How would you like to take...
George Bailey: Yes?
Ernie Bishop: [to Bert] Want to come along, Bert? We'll show you the town.
Bert: No, thanks... I think I'll go home and see what the wife's doing.
Ernie Bishop: Family man.
Violet Bick: [being dragged into a squad car by police] That sailor's a liar!
George Bailey: [on Mary being caught naked in the bushes after her robe slips off] This is a very interesting situation!
Mary: Please give me my robe.
George Bailey: A man doesn't get in a situation like this every day.
Mary: I'd like to have my robe.
George Bailey: Not in Bedford Falls anyway.
Mary: [after the bushes' thorns starting hurting her] Ouch! Oh!
George Bailey: Gezundheit.
Mary: George Bailey!
George Bailey: Inspires a little thought!
Mary: Give me my robe.
George Bailey: I've read about things like this.
Mary: Shame on you! I'm going to tell your mother on you.
George Bailey: Well, my mother is way up on the corner.
Mary: I'll call the police!
George Bailey: Well, they're all the way downtown. They'd be on my side.
Mary: Then I'll scream!
George Bailey: Maybe I can sell tickets.
[a car pulls up, and George is told that his father has suffered a stroke]
George Bailey: Well, just come back here, Mister. I'll give her a kiss that'll put hair back on your head!
George Bailey: [to a derelict Mr. Gower] Mr. Gower! This is George Bailey! Don't you know me?
Mr. Emil Gower: No... No...
Nick: [to his bouncers] Throw 'em out, throw 'em out!
George Bailey: Mr. Gower! Hey, what is...? Hey, Nick! Nick! Isn't that Mr. Gower, the druggist?
Nick: You know, that's another reason for me not to like you. That rum-head spent twenty years in jail for poisoning a kid. If you know him, you must be a jailbird yourself.
Clarence: [hearing Nick's cash register ding] Oh-oh. Somebody's just made it.
George Bailey: Made what?
Clarence: Every time you hear a bell ring, it means that some angel's just got his wings.
Senior Angel: Hello Joseph, trouble?
Joseph - Angel: Looks like we'll have to send someone down. There are a lot of people asking for help for a man named George Bailey.
Senior Angel: George Bailey? Yes! Tonight's his crucial night. You're right. We'll have to send someone down immediately. Whose turn is it?
Joseph - Angel: That's why I came to see you, sir. It's that clock maker's turn again.
Senior Angel: [chuckles] Oh, Clarence. Hasn't gotten his wings yet, has he?
Joseph - Angel: We passed him up right along. Because, you know sir, he's got the IQ of a rabbit.
Senior Angel: Yes, but he's got the faith of a child. Simple. Joseph, send for Clarence.
Clarence: You sent for me, sir?
Senior Angel: Yes, Clarence. A man down on earth needs our help.
Clarence: Splendid. Is he sick?
Senior Angel: No worst. He's discouraged. At exactly 10:45 pm earth time, that man will be thinking seriously about throwing away God's greatest gift.
Clarence: Oh, dear, dear. His life. Then I've only got 1 hour to dress. What are they wearing now?
Senior Angel: You will spend that hour getting acquainted with George Bailey.
Clarence: Sir, if I should accomplish this mission, I mean... um. Might I perhaps win my wings? I've been waiting for over 200 years now, sir, and people ARE beginning to talk.
Senior Angel: What's that book you've got there?
Clarence: Oh, oh, The Adventures of Tom Sawyer.
Senior Angel: Clarence, you do a good job with George Bailey and you will get your wings.
[in the alternate 'Pottersville' universe, George knocks on the front door of his former house which is now a run-down boarding house. His terribly-aged, unhappy mother opens the door]
Ma Bailey: [hostile tone] What? What! Who are you? Wadda want?
George Bailey: Mother?
Ma Bailey: Mother? I'm Ma Bailey! If you want a room... we're all full up. Get out of here!
George Bailey: Mother, don't you remember me? I'm your son, George.
Ma Bailey: George who? I've never had a son, named George! Get out of here before I call the police!
George Bailey: No... please Ma... I mean, Mrs. Bailey. Can't you let me come inside? It's cold out here and it's Christmas Eve. I'm in trouble and I'm going through something awful now. Can't you let me in for just a few minutes, for a cup of coffee or tea? It's just until I get over it.
Ma Bailey: Get over what? I don't let strangers into my house, not unless they're sent by someone I know.
George Bailey: But I know everyone you know! Like... your brother-in-law, Uncle Billy.
Ma Bailey: [supisious] You know him?
George Bailey: Of course I do.
Ma Bailey: When'd you see him last?
George Bailey: Today, over at his house.
Ma Bailey: That's a lie! Crazy Billy died four months ago in the state lunatic asylum where he'd been ever since he lost his business. And if you ask me, that's where you belong too!
[Ma Bailey slams the door in George's face as he looks on with shock]
Clarence: Oh, now wait a minute. That's an idea now, isn't it?
Clarence: What do you think? Ahhh... All right, George, you've got your wish: you've never been born.
[Wind begins to blow violently outside the shack; Clarence yells out the door]
Clarence: You don't need to make all THAT fuss about it!