- Willy Clark: [arguing over changing a line in their sketch] What's wrong with saying "enter" instead of "come in?"
- Al Lewis: Because it's different. Do you know why we did this sketch for 43 years, Willy? Because it's good.
- Willy Clark: And do you know why we're not doing it anymore? Because we've been doing it for 43 years.
- Al Lewis: If we're not doing it anymore, why are we changing it?
- Willy Clark: You know what's wrong with you, Lewis? You've been sitting on a New Jersey porch for too long. You're out of touch. From my window here
- [opens up window]
- Willy Clark: I see everything that's going on in the world. Look! I see old people, I see young people, nice people, bad people. I see hold-ups! I see drug addicts! Ambulances! Car crashes! Jumpers from buildings! I see everything! You see... a lawn mower... and the milkman.
- Al Lewis: That's why you want to say "enter" instead of "come in?"
- Ben Clark: I'm getting chest pains. You give me chest pains!
- Willy Clark: It's my fault you get excited?
- Ben Clark: Yes! I only get chest pains on Wednesdays!
- Willy Clark: So come Tuesdays.
- Willy Clark: [talking about his ex-partner, Al Lewis] As an actor, no one could touch him. As a human being, no one *wanted* to touch him!
- Al Lewis: [on the phone] Doris, I want you to pick me up now. I don't want to discuss it. Pick me up. He pulled a knife on me - a kitchen knife! It was still dirty from breakfast!
- Al Lewis: The man yells at me on stage and gets a million laughs. He yells at me off the stage - he gets a heart attack.
- Ben Clark: How do you do, Mr. Lewis. I'm Ben Clark, Willy's nephew.
- Al Lewis: [shaking hands] Oh?... oh! Willy's nephew Ben. Sure, hello. How are you?
- Ben Clark: Fine, sir.
- Al Lewis: Good, good. You're Willy's nephew Ben. How are you?
- Ben Clark: Fine, sir, very good. It was nice of you to see me.
- Al Lewis: Really? When was that?
- Ben Clark: [after a pause] Today...
- [laughing nervously]
- Ben Clark: Heh, heh, it was nice of you to see me today.
- Al Lewis: Certainly. Today is fine. As a matter of fact, I was expecting you today.
- Mrs. Doris Green, Al's Daughter: Please sit down, Mr. Clark.
- Al Lewis: Why doesn't he sit down?
- Ben Clark: [sitting down] Thank you very much.
- Willy Clark: 60-40! All right! 60-40! I get $6000; he gets $4000. What the hell can he buy in New Jersey anyway?
- Willy Clark: Oh, you a funny man, Al, a pain in the ass but a funny man.
- Al Lewis: You know what your trouble is, Willy? You always took the jokes too seriously. It was just jokes. We did comedy on the stage for 43 years. I don't think you enjoyed it once.
- Willy Clark: If I was there to enjoy it, I would buy a ticket.
- [first lines]
- Man on Street: Hey, Willy, what're you doin' downtown?
- Willy Clark: [yelling as he hurries past him] I'm workin'! What the hell are you doin'?
- Man on Street: [laughs, to his companion] He's working!
- Willy Clark: Then why did you send me the candy and flowers? Because you had something on your conscience and that's why you couldn't sleep at night. That's why you came with your hat in your hand, to apologize, only this time, I'm not going to accept your apology. How do you like that?
- Al Lewis: For this I paid a dollar toll on the bridge.
- Willy Clark: I'll pay for it... because I'm happy now. I got what I want.
- Al Lewis: What did you get? You got no apology from me which you didn't accept.
- Willy Clark: To me, you look tired... a little troubled... like a person with something on their conscience. What do I know?
- Al Lewis: I got nothing on my conscience.
- Willy Clark: Are you sure you looked good?
- Al Lewis: I got nothing on my conscience. I'm just sorry you got sick.
- Willy Clark: Thank you. I accept your apology.
- Al Lewis: What apology? Who apologized?
- Willy Clark: You don't apologize for making me sick?
- Al Lewis: I never made you sick. You made you sick. You yelled and screamed and carried on like a lunatic until you got yourself sick, and for that, I'm sorry.
- Willy Clark: Then why do you come here with your hat in your hand?
- Al Lewis: It's a $35 hat. What did you want me to do? Fold it in my pocket?
- Ben Clark: Do you have any idea what time it is?
- Willy Clark: What time it is.
- [Looking at a clock]
- Willy Clark: 10:15.
- Ben Clark: 10:15? Try five after two.
- Willy Clark: Why should I try five after two when it's 10:15?
- Ben Clark: Then why won't you work with him again for one night?
- Willy Clark: Because of artistic differences.
- Ben Clark: What artistic differences?
- Willy Clark: I hate the son of a bitch, that's what artistic differences.
- Ben Clark: Will you let me finish?
- Willy Clark: You're finished. It's no.
- Ben Clark: Can't we discuss it?
- Willy Clark: We've discussed it. I'm busy.
- Ben Clark: Doing what?
- Willy Clark: Not discussing it.
- Willy Clark: I was just kidding. Can't you take a joke?
- Odessa - Willy's Nurse: I can take anything from you because I have a wonderful sense of humor.
- Willy Clark: If you nurse as good as your sense of humor, I won't make it to Thursday.
- Mr. Walsh - Commercial Director: Frumpies! Frumpies! Can't you just say: Frumpies?
- Willy Clark: If it was funny, I would say it.
- Willy Clark: [during the dress rehearsal sketch] Don't fool around with my nurse! Don't fool around with my nurse! She's a nice girl. She's a Virginian.
- Al Lewis: A what?
- Willy Clark: A Virginian. That's where she's from.
- Al Lewis: Well, she ain't going back, I'll tell you that.
- Al Lewis: You know what you are? You're a 73-year-old putz.
- Willy Clark: At least the putz didn't drive all the way here from New Jersey!
- Willy Clark: You ready?
- Mr. Walsh - Commercial Director: I'm ready. I swear to God, I'm *ready*. Just bite the potato chip and begin. Please.
- Willy Clark: How do you do? I'm Willy Clark.
- Mr. Walsh - Commercial Director: Yes. We met. You auditioned for me last year.
- Willy Clark: I don't remember that. When was that? Last year?
- Mr. Walsh - Commercial Director: Yes, it was last year.
- Willy Clark: I'm in this business 57 years, you learn a few things. You know what makes an audience laugh. You know which words are funny and which words are not funny?
- Ben Clark: You told me a 100 times, Uncle Willy...
- Willy Clark: Which words are funny?
- Ben Clark: Words with a "K" in it are funny. I have to get to the office.
- Willy Clark: Words with a "K" in it are funny. You didn't know that, did you? I'll tell you which words always get a laugh.
- Ben Clark: Okay, Alka Seltzer.
- Willy Clark: Alka Seltzer's funny.
- Ben Clark: Chicken.
- Willy Clark: Chicken is funny.
- Ben Clark: Pickle.
- Willy Clark: Pickle is funny. All with a "K". "L's" are not funny. "M's" are not funny.
- Ben Clark: Just "K's". I know.
- Willy Clark: Cupcake is funny. Tomatoes is not funny. Lettuce is not funny.
- Ben Clark: You've explained that to me since I was five. Look, I've got to get back to the office.
- Willy Clark: Cucumbers is funny.
- Ben Clark: It's getting cold out. Let me give you money. I want you to take a cab.
- Willy Clark: Cab is funny!
- Ben Clark: Are you listening to me?
- Willy Clark: Cockroach is funny. Not if get 'em, only if you say 'em.
- Willy Clark: Hey, a little respect.
- Ben Clark: How about some respect for me? I'm a human being too.
- Willy Clark: We'll see. You're young. You got time yet.
- Ben Clark: ABC said to me that "The History of Comedy" would not be complete unless they included one of the greatest teams to *ever* come out of Vaudeville: Lewis and Clark, The Sunshine Boys!
- Willy Clark: You know a new musical went into rehearsal today and I didn't get an audition! Why didn't I get an audition?
- Ben Clark: Because the show is all black and you're not black.
- Willy Clark: I did black in 1928 and when I did black, you understood the words, not like today.
- Willy Clark: Come on, I'll buy you lunch.
- Ben Clark: I had lunch.
- Willy Clark: Maybe you ate, but you didn't have lunch. In here, you have lunch.
- Willy Clark: I don't need any money. I live alone. I got two nice suits. I don't have have pussycat to bother me. I'm very happy.
- Willy Clark: You know, they still got a sandwich here named after me. Look at this, a number five combination: tongue, hot pastrami, salami, cole slaw, Russian dressing. A Willy Clark special. That's a star.
- Al Lewis: Listen, we're not going to stop for every little thing, are we? I don't know how many years I got left. I don't want to spend them rehearsing.
- Ben Clark: You mean he would just stand there and spit in your face?
- Willy Clark: What do you think? He's stupid? He would work it into the act. He would stand with his nose under my nose and he would purposely say words that only began with a "T". *T*oosie roll. *T*inker toy. *T*yping on the *t*ypewriter.
- Willy Clark: I heard your blood didn't circulate.
- Al Lewis: Not true. My blood circulates. I'm not saying everywhere, but it circulates.
- Ben Clark: A brown suit?
- Al Lewis: A brown suit.
- Ben Clark: Is that all?
- Al Lewis: That's all. And a blonde.
- Ben Clark: You mean a woman?
- Al Lewis: You know a blond nurse that's a man? Big. As big as you can find. With a big chest. A 40, a 45. And a nice bottom.
- Ben Clark: You - you mean a - a sexy girl with a full round rear end.
- Al Lewis: Like this.
- [holds his hands out]
- Al Lewis: This is too small.
- [holds hands closer together]
- Al Lewis: And this is too big.
- [holds hands far apart]
- Al Lewis: Like this.
- [brings hands back to their original position]
- Al Lewis: Is perfect.
- Ben Clark: I know what you mean.
- Al Lewis: You know, I think you went a little crazy in the country.
- Al Lewis: You want to stand here and insult me or do you want to rehearse the sketch?
- Willy Clark: I would like to do both.
- Willy Clark: You're old fashioned. I'm still new fashioned. I'm still in demand. I'm still hot!
- Al Lewis: If this room was on fire, you wouldn't be hot.
- Al Lewis: I got a terrific idea. Instead of working together again, let's *never* work together again.
- Willy Clark: You don't know the first thing that's going on today. Did you ever hear the expression, "That's where it's at!"? Well, *this* is where it's at! And that's where I am!
- Al Lewis: I see. Did you ever hear the expression, "You don't know what the hell you're talking about"? It comes right in front of the other expression, "You *never* knew what the hell you were talking about."