- [C.C. has taken the kids to the zoo, where they repeatedly mention that they would rather be there with Fran]
- Chastity Claire 'C.C.' Babcock: All day long it's, "Fran, Fran, Fran". If I hear the F-word one more time...
- [Fran and Sylvia were getting ready to go to a wedding. Fran is helping Sylvia with a tight new dress, the back of which has a series of criss-crossing spaghetti straps which are digging into Sylvia's skin]
- Fran Fine: Oh, I don't know about these straps, Ma. You look like a ham.
- Sylvia Fine: The salesgirl said I looked like a dream.
- Fran Fine: Maybe Oscar Meyer's.
- Sylvia Fine: She should choke on her commission.
- Fran Fine: [Grace is crying in a toilet cubicle] Oh, honey, aren't you getting a little claustrophobic in that teeny-weeny stall?
- [Grace comes out running]
- Fran Fine: Come here baby.
- [Grace seats on Fran's lap]
- Fran Fine: Oy, one day with my mother and you're ready for Jennie Craig.
- [pause]
- Fran Fine: Honey, I want you to listen to me very carefully, okay?
- Grace Sheffield: Okay.
- Fran Fine: All right. It's true, I do get paid to take care of you. But I don't get paid extra for loving you. And I do.
- Grace Sheffield: I love you, too.
- [Hugging each other]
- Fran Fine: Oy, let's face it, Grace, I'm no Ivana Trump.
- [pause]
- Fran Fine: Of course, neither is she anymore.
- C.C. Babcock: How was the dentist?
- Maxwell Sheffield: [Indistinct answer] ...
- C.C. Babcock: I think you have a mouth full of cotton.
- Maxwell Sheffield: [Removing cotton pads from his mouth] Oh, right. Oh, I had to take this out when I got home.
- [Handing them to Niles]
- Maxwell Sheffield: Niles...
- Niles: Oh, goody! Five more of these and I'll have a sweater...
- Grace Sheffield: I don't wanna go to the zoo. I had nightmares about fangs and claws and snarling.
- Fran Fine: Gracie, they keep the animals in cages.
- Brighton Sheffield: She's talking about C. C.
- Fran Fine: [to Mr. Sheffield] Oh, come on. Stop being such a big fat baby. You got a toothache, you go to a dentist.
- Maxwell Sheffield: I don't have a toothache. Just slept on it wrong.
- Fran Fine: Who sleeps on a tooth? Unless you're waiting for a fairy. Now open up, let me take a look.
- Maxwell Sheffield: Miss Fine, it's my mouth. I reserve the right to keep it shut. An option you might consider from time to time.
- Fran Fine: All right, but what are you gonna do when all your teeth fall out?
- Niles: [Whispering to Fran] I assume I'll me masticating for him.
- Fran Fine: [Quietly] I hope you get time and half for that one.
- Maxwell Sheffield: [C.C. just said she'd love to spend more time with Maxwell and his kids] Well, tomorrow is Miss Fine's day off. We could go to the zoo.
- C.C. Babcock: The zoo?
- [Forces a smile]
- C.C. Babcock: How marvelous... We'll be like one big happy family. You and me.
- Maxwell Sheffield: And the children.
- C.C. Babcock: Oh, of course. That goes without saying.
- Maxwell Sheffield: C. C. , this is a side of you that's rather unexpected.
- C.C. Babcock: Maxwell, I adore children. It's a natural thing. A female thing.
- [Both walk of the house]
- Niles: I hear some females eat their young.
- [C.C. glares at him before he closes the door]
- C.C. Babcock: [about having failed to get along with Maxwell's children] All I wanted to do was have the children like me. I try so hard to be loving and sensitive and fun.
- Robby: [Comes carrying 3 balls] I can also juggle.
- C.C. Babcock: Beat it you untalented little troll!
- [Robby runs away]
- Fran Fine: You are a regular Mister Rogers.
- Brighton Sheffield: Come on, Brighton. You're gonna miss the limo.
- Fran Fine: Is it the stretch or the town car?
- Brighton Sheffield: Oh, what do you care?
- [Sarcastically]
- Brighton Sheffield: Just be grateful. Your father had to walk ten miles in the snow to get to his limo.
- Maxwell Sheffield: [after screaming at Uncle Myron's grandson, Robbie to stop tap dancing] I think *that* hurt worse than the toothache.
- Sylvia Fine: [to Fran; about the food at the wedding] Chicken - for this, I'd give a fifty dollar check!
- Fran Fine: [Grace has shown up at the Fine family's apartment door, much to Fran's surprise] Gracie, how did you get here? Where's your father?
- Grace Sheffield: I ran away. I took a limo.
- [Fran gasps]
- Fran Fine: [to Sylvia, her mother] I ran away. I took a banana.
- Fran Fine: [to C.C] Look, You're a fine lady and I respect you. But if you ever mess with my kids again, they will be wiping your blue blood off the walls... and I mean it in the nicest possible way.
- Sylvia Fine: [Fran and her mother are getting ready for a family wedding] Fran, be a doll and fetch me my shoes.
- Fran Fine: [Fran heads over to the freezer and fishes out a pair of silver-colored high-heels] You know, Ma... If you wore leather, your feet wouldn't sweat.
- Sylvia Fine: I should pay top dollar for a pair of shoes I'm only going to wear once... *ninety-ninety five*!
- [She takes the shoes and sets them on the ground]
- Sylvia Fine: Oh, they're perfect!
- [She slips them on...]
- Sylvia Fine: [as she's slipping them on, wincing slightly] Ow... they're like rocks!
- [Sylvia has just met C.C. Babcock]
- Sylvia Fine: [to Fran; distastefully] ... Like a fish.
- [Fran nods in mutual agreement]
- Grace Sheffield: [Mr. Maxwell Sheffield has informed Gracie that it is Fran Fine's day off, much to Gracie's dismay] ... So then it's true.
- Fran Fine: What's true, Angel?
- Grace Sheffield: That you only spend time with me because Daddy pays you to.
- Fran Fine: [gasps; shocked] What kind of heartless, cold-blooded imbecile would say something like that?
- [Fran gives C.C. a piercing, knowing look. C.C. smiles forcibly, caught]
- Chastity Claire 'C.C.' Babcock: I meant it in the nicest possible way.
- Maxwell Sheffield: [shocked and dismayed] C.C.!
- Uncle Myron: [Fran's Uncle Myron stands up and flaps a napkin in the air excitedly, to get Maxwell's attention] Sheffield!
- Maxwell Sheffield: [chagrined] Oh god, Uncle Myron! My nightmare continues.
- Uncle Myron: [Ushering his grandson, Robbie "the tap dancing genius'" over] I would like you to meet my grandson, Robbie.
- Maxwell Sheffield: [trying to be polite] Myron, not now.
- Uncle Myron: [to Robbie] Hit it!
- Robby: [singing "Put On A Happy Face"] Grey skies are gonna clear up/ Put on a Happy Face...
- [Robbie starts dancing as he sings; while he performs, Fran, C.C. and Maxwell talk over him]
- Maxwell Sheffield: C.C., *What on Earth possessed you?*
- Chastity Claire 'C.C.' Babcock: [about the Sheffield kids] They were all gaining up on me!
- Fran Fine: So, you took it out on a six year old?
- Chastity Claire 'C.C.' Babcock: [whines] She started it!
- Fran Fine: [sarcastically] Oh, That's very mature.
- Chastity Claire 'C.C.' Babcock: [irate] Well, that's the pot calling the kettle black!
- Maxwell Sheffield: [irritated] Oh won't you two just grow up and just...
- Fran Fine, Chastity Claire 'C.C.' Babcock, Maxwell Sheffield: [Screaming angrily at Robbie in unison] SHUT UP!
- [Robbie stops and runs away]
- Maxwell Sheffield: Well, *that* was slightly more painful than the toothache.
- Fran Fine: Honey, what are you doing here?
- Grace Sheffield: I was in the neighborhood!
- Sylvia Fine: Isn't she adorable! You want a scooter pie?
- Fran Fine: THAT'S your first question?