Carol: [looking at Noodles] Why don't we make it a threesome, huh? Max: Can't you see he's got other plans for tonight? Carol: Well, bring her along! We'll make it a foursome! Noodles: I'm not that kind of guy. Besides, I'm afraid if I give you a goo...
Noodles: You've been around. Where'd you learn them "parlez-vous francais" dishes? Who's teaching you that stuff? Deborah Gelly: You mean a sugar daddy, who tries to teach me how to act? I read books. I want to know everything. Doesn't it make sense ...
Fat Moe: When did you get back? Noodles: Today. Fat Moe: Why? Noodles: They got in touch with me. Fat Moe: Who? Noodles: I thought you might know. Fat Moe: Me? I don't know nothin' 'bout nobody no more.
Carol: Max made fools of us, Noodles! He wanted to die! Did you know his old man died in the nuthouse? Max didn't want to end up the same way, so he put the idea in our heads to tip off the cops. And when they stopped the truck, Max started shooting ...
Noodles: Who is Secretary Bailey? Deborah Gelly: Secretary Bailey is a rich businessman. He came to the United States as an immigrant and made a lot of money in San Francisco and L.A., where he's lived for 30 years. Noodles: I know all that, it's all...
[In 1968, Noodles notices a picture] Noodles: What is this? Carol: Opening night. Fifteen years ago. Noodles: [pointing at a familiar person in the picture] Who's this? Carol: Patron saint of the place. Some actress. Noodles: Do you know her? Carol: ...
Patrick 'Patsy' Goldberg: You know what? You know, I wish I was switched when I was a kid. Noodles: What makes you think you weren't?
[Noodles finds Fat Moe tied up] Fat Moe: Noodles. Noodles. Noodles. Untie me! Noodles: Stay that way. No, stay. I want them to know I did it. Fat Moe: Where you going? Noodles: I'm gonna go get Eve. Fat Moe: Don't. Noodles: Why? Fat Moe: They... they...
Young Noodles: Who're YOU calling a cockroach? Young Deborah: So what are you? You're filthy! You make me sick! You crawl up toilet walls just like a roach! So what are you? [Noodles grabs Deborah] Young Deborah: Let go! Young Noodles: I make you sic...
Young Peggy: [being groped by Noodles] You better stop squeezing me, or I'm gonna poop in my pants!
[Max interrupts Noodles passionately kissing Deborah] Young Noodles: Were you in there? Young Max: You're one lousy kisser. I seen you go in there after that ball-buster.
[in 1931, Noodles meets Fat Moe] Noodles: Fat Moe, you look terrific. Look like you lost an ounce or two. Fat Moe: You think I'm gonna lose hemorrhoids!
[at a restaurant] Noodles: You wanted a place by the ocean. I had it opened. It was closed for the season. All these tables are for two people. Pick whatever one you want.
Noodles: We gotta reorganize, Max. And I got a couple of good ideas... Max: Me too. Eve: If I had a million bucks, I'd take it easy. Max: We'll take it easy when we got twenty... fifty! Noodles: Where're you gonna get THAT? Max: Right here... [draws ...
[a romantic moment between Noodles and Deborah is interrupted] Young Deborah: Somebody's there! Young Noodles: There ain't nobody. It's Max. Young Deborah: So that's who it was... Young Max: Noodles! Young Deborah: [smiling maliciously] Go on, run. Y...
Young Peggy: [to Noodles] Bring me a charlotte russe, and then you can do anything you like... [cut to Patsy buying a charlotte russe for Peggy] Young Patsy: That one. With the cream. Young 'Fat' Moe: The five-cent one? Young Patsy: Yeah. For the two...
Peggy: Come on, let's see if you can guess who it is... Noodles: Charlotte russe, with a little too much whipped cream... Peggy. Peggy: Hey, you watch it, now! And my prices, they've gone up. I work in a high-class joint now, and I get paid by the po...
Police Chief Aiello: Find my son, or I'll burn down this building!