* The opening montage shows Michael directly contradicting EVERYTHING he's teaching his acting students about following direction.
* The toast at Michael's birthday party:
--> "To the man who's taught us what acting is all about -"\\
"UNEMPLOYMENT!"
** The old woman bringing in Michael's birthday cake is accidentally blowing out the candles as she sings "Happy Birthday to You".
* During "Dorothy"'s screen test:
-->'''Producer:''' I'd like to make her look a little more attractive. How far can you pull back?\\
'''Cameraman:''' How do you feel about Cleveland?
* George's reaction to his first sight of Michael in all his feminine glory:
--> "God, I begged you to get therapy!"
* This exchange:
--> '''George''': Michael, you have nothing to say to women. You are a ''man''.\\
'''Michael''': I realize that, of course. But I'm also an actress!
* The reaction to TheReveal:
-->'''Jeff:''' (''watching from home'') That is one *nutty* hospital.
** Also John's stunned reaction:
--->"Does Jeff know?"
** Ron's ''delighted'' to have his suspicion that there was a "legitimate" reason Dorothy wasn't attracted to him confirmed.
*
-->'''Michael:''' ''(as Dorothy)'' What do you think?\\
'''Jeff:''' ''(half-asleep)'' Mom?
* The aftermath of Jeff walking in on John Van Horn's AttemptedRape of "Dorothy". Van Horn is of the understanding that Dorothy is seeing Jeff, and shakenly explains that nothing happened to Jeff, who feigns being angry but tersely accepts. As soon as Van Horn leaves however....
-->'''Jeff:''' You ''[[DeadpanSnarker slut.]]''\\
'''Michael:''' ''Don't you start...''
* The conversations between Michael and George are generally comedy gold, but especially funny is when Michael wants to know why George can't get him work:
-->'''Michael:''' Are you saying that nobody in New York will work with me?\\
'''George:''' No, no, that's too limited... nobody in Hollywood wants to work with you either. I can't even set you up for a commercial. You played a *tomato* for 30 seconds - they went a half a day over schedule because you wouldn't sit down.\\
'''Michael:''' Of course. It was illogical.\\
'''George:''' [[SuddenlyShouting YOU WERE A TOMATO!]] A tomato doesn't have logic! A tomato can't move!\\
'''Michael:''' That's what I said. So if he can't move, how's he gonna sit down, George? I was a stand-up tomato: a juicy, sexy, beefsteak tomato. '''''Nobody''''' does vegetables like me. I did an evening of vegetables off-Broadway. I did the best tomato, the best cucumber... '''''I did an endive salad that knocked the critics on their ass!'''''
** And then later, when Michael is trying to describe the craziness of his (and Dorothy's) life:
--->'''Michael:''' You should have seen the look on her face when she thought I was a lesbian.\\
'''George:''' "Lesbian"? You just said gay.\\
'''Michael:''' No, no, no - ''Sandy'' thinks I'm gay, ''Julie'' thinks I'm a lesbian.\\
'''George:''' I thought Dorothy was supposed to be straight?\\
'''Michael:''' Dorothy ''is'' straight. Tonight Les, the sweetest, nicest man in the world, asked me to marry him.\\
'''George:''' A guy named Les wants ''you'' to marry him?\\
'''Michael:''' No, no, no - he wants to marry ''Dorothy''.\\
'''George:''' Does he know she's a lesbian?\\
'''Michael:''' Dorothy's ''not'' a lesbian!\\
'''George:''' I know that, does ''he'' know that?\\
'''Michael:''' Know what?\\
'''George:''' That, er, I... I don't know.
* This great bit of ThrowItIn from Teri Garr.
-->''(Comes storming out of the bathroom)'' What's the matter with you people?? I've been in there for a half an hour ''screaming!'' Doesn't anybody care??
* Dorothy's "Shame on you, you macho shithead!"
* Dorothy is quite the snarker:
-->'''John Van Horn''': I'm just an untalented old has-been.\\
'''Dorothy''': Were you ever famous?\\
'''John Van Horn''': No.\\
'''Dorothy''': Then how can you be a has-been?
* Two times when Michael slips out through Dorothy's facade, the first when trying to hail a cab and finally yelling in a masculine voice, the second when, during the shopping montage, a man cuts ahead of her to get the cab, so Dorothy sets down her shopping and ''drags the man out of the cab and throws him aside''.
* Sandy tearing huge mouthfuls out of the scenery, chewing them up and spitting them out during her break-up scene with Michael. She is indeed a professional actress.
* Les: "The only reason you're still alive is I never kissed you."
* When posing as Dorothy, Michael hears what Julie wishes a man would say to her, and later on, when Michael tries to use what he heard her tell him in an attempt to woo her, he instead gets a glass full of champagne splashed on his face. He then proceeds to wipe his face with another man's tuxedo jacket.
* This:
-->'''Dorothy:''' What kind of mother would I be if I didn't give my girls [[FreudianSlip tits]]... tips?
* Michael keeping a frozen smile while loudly gulping upon learning he's going to be stuck playing a woman a lot longer than he'd planned.
* The final lines of the film:
-->'''Julie:''' Will you loan me that little yellow outfit?\\
'''Michael:''' Which one?\\
'''Julie:''' The Halston.\\
'''Michael:''' ''(mock annoyance)'' The ''Halston''? Oh, no! You'll ruin it!\\
'''Julie:''' ''Michael!''\\
'''Michael:''' You'll spill wine all over it.\\
'''Julie:''' I will not!\\
'''Michael:''' ''(sotto voce)'' I'll loan it to you, but you gotta give it back. It's my favorite... ''({{beat}})'' What are you gonna use it for?
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