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Queer as Folk (American TV series)

Queer as Folk (2000–2005) by Ron Cowen and Daniel Lipman. For the UK version (1999–2000) by Russell T. Davies, see Queer as Folk (UK TV series)''

"Pilot" [Episode 101]

 * Michael [voice-over]: The thing you need to know is, it's all about sex. It's true. In fact, they say men think about sex every 28 seconds. Of course, that's straight men. Gay men, it's every 9. You could be at the supermarket or the laundromat, or buying a fabulous shirt, when suddenly you find yourself checking out some hot guy. Hotter than the one you saw last weekend or went home with the night before, which explains why we're all at Babylon at 1 in the morning instead of at home in bed. But who wants to be at home in bed? Especially alone, when you could be here, knowing that at any moment you might see Him. The most beautiful man who ever lived. That is, until tomorrow night.

 * Michael [voice-over]: Who’s told the truth since they invented cyber sex?

 * Emmett: When did 70's night become 80's night?
 * Ted: I remember this song from high school. Talk about feeling ancient.
 * Emmett: Speak for yourself, honey. I was a mere child.

 * Emmett: [referring to a hot guy] My God, have you ever seen anything more beautiful?
 * Ted: Venice. At sunset.
 * Emmett: Fine. You go down the Grand Canal, I'll go down on him.

 * Michael [voice-over]: Emmett can be a little campy. Okay, a lot campy. But you've got to admit, these days it takes real guts to be a Queen in a world full of commoners.

 * Michael [voice-over]: Ted's this really smart guy and he's got a really big heart. Only, nobody here is interested in the size of that organ.

 * Ted: Why am I wasting my time staring at a bunch of over pumped princesses with IQ's smaller than their waists...
 * [Ted freezes as a hot guy walked past him]
 * Ted: Jesus look at him!

 * Michael [voice-over]: Like I said, it's all about sex. Unless you're having it. And then it's all about "will he stay?" "will he go?" "how am I doing?" "what am I doing?" Unless of course, you're Brian Kinney. Then it's "who gives a fuck what you think? You're lucky to have me."

 * Michael: We need to go. We want to eat.
 * [Brian is receiving oral sex from a guy in the back room of Babylon.]
 * Brian: I'm just gonna give him my number.
 * Michael: What'd you do, write it on your penis? How long is this gonna take?
 * Brian: [looks at the face of the guy] Ten minutes. Tops.

 * Michael: That was quick.
 * Ted: Not when you've had as much practice as he's had.
 * Brian: I got bored.
 * Emmett: I know, getting your dick sucked can be so tedious.

 * [Brian spots Justin]
 * Michael [voice-over]: And that's when it happened. When he came along.
 * Brian [to Justin]: How's it going? Had a busy night?
 * Justin: Just uh, checking out the bars, you know. Boy Toy. Meat Hook.
 * Brian: Meat Hook? Really? So you're into leather?
 * Justin: [hesitates] Sure.
 * Brian: Where you heading?
 * Justin: No place special.
 * Brian: I can change that.

 * Brian: Do you like Special K?
 * Justin: It's okay. I like Cheerios better.
 * Brian: I don't mean the kind you eat with bananas.

 * Brian [to Justin]: So are you coming or going? Or coming and then going? Or coming and staying?

 * Emmett: Oh my God, look. He must've followed us.
 * Michael: Christ! It's just what I need.
 * Emmett: Honey, it's what we all need.
 * [Michael shakes his head, ready to go into his house.]
 * Emmett: [stops Michael] Hey, when was last time you got laid?
 * [Michael opens his mouth, doesn't know how to respond.]
 * Emmett: My point exactly. If you can't remember, then it's time.

 * Brian: So what do you like to do?
 * Justin: Do? I don't know. Watch TV, play Tomb Raider.
 * Brian: [laughs] I mean in bed.
 * Justin: Oh. [smiles] This is fine.
 * Brian: Are you a top or a bottom?
 * Justin: [hesitates] ...Top. And bottom.
 * Brian: Oh, you're versatile then.
 * Justin: And ambidextrous, which was really confusing at first 'cause I can never figure out which hand to throw with.
 * Brian: [nods] Do you like to rim?
 * Justin: Sure. I love it.
 * Brian: Great. Go to it.
 * [Justin looks confused, non-responsive]
 * Brian: Well?
 * Justin: Um... What exactly do you mean?

 * [Michael is making out with a guy when Emmett walks into the room.]
 * Emmett: Ooh! Don't mind me, just uh... can't sleep without my milk and Oreo's.
 * Michael: This is my friend Emmett. He's staying with me temporarily since the hooker who lived down the hall from him burnt his apartment building down two years ago.
 * Trick: Two years is a long time to be temporary.
 * Michael: And yet it hasn't interfered with my love life... which I suppose says a lot about my love life.

 * Brian: How old are you really?
 * Justin: 20...19...18...
 * Brian: What is this, a missile launch?
 * Justin: 17.

 * Melanie: Careful, don't drop him!
 * Brian: That's just what I was planning on doing.

 * Lindsay: We've been thinking of names. Mel wants to call him Abraham after her grandfather, but I like Gus.
 * [Brian looks at his son, then over to Justin.]
 * Brian: What do you think?
 * Justin: You wouldn't survive a day in school named Abraham, but I guess Gus is okay.
 * Melanie: Thank you very much, and who the hell are you?
 * Brian: His name's... Juh...
 * Michael: Justin.
 * Brian: You were on the phone when he shot his load all over me.
 * Lesbians in the room: Ugh...
 * Lindsay: Oh Brian!
 * Brian: He can't help it. He's only 17.
 * Melanie: So you and Lindsay each had an infant tonight.
 * Brian: Mine doesn't suck on my breasts... unless I want him to.

 * Michael: It's kinda weird you're having a kid. Still it's exciting, isn't it?
 * Brian: What? Having some wrinkled little time clock ticking away? Reminding you that you're getting older by the minute, by the second?
 * Michael: Keep thinking like that you're gonna end up prematurely gray... Oh I think I see one.

 * Brian: There is always one solution. I could end it all right now!
 * Michael: That would be dramatic. Just like ER… birth and death in the same episode. Now, get down!

 * Brian: C'mon, Mikey, let's fly... like in all those comic books. I'm Superman. I'll show you the world!
 * Michael: Why am I always Lois Lane?

 * Brian: Fucked him.
 * Michael: You did not. You looked at him.
 * Brian: That may appear to be what happened, but we did it all.
 * Michael: Oh yeah and how was he?
 * Brian: Fabulous.

 * Brian: Well, here we are. Ma and Pa.
 * [Lindsay starts to cry]
 * Brian: Hey...
 * Lindsay: Don't mind me. Just feeling a little... vulnerable.
 * Brian: I promise not to tell.
 * Lindsay: Who would have thought? You and me, parents?
 * Brian: It's pretty scary, boys and girls. Think it's too late to return it?
 * Lindsay: [whispers] We could try... [laughs] I guess this means we're finally grown-ups.
 * Brian: Don't say that Wendy. We'll never grow up.
 * Lindsay: Don't be scared. Hell, if our parents could fuck up, so could we.

 * Michael [to Justin]: Okay boy wonder, I'm taking you home, where do I turn?
 * Brian: He's going with me.
 * Michael: Oh, no he's not.
 * Brian [to Justin]: Pop quiz, no talking. Here's your question. Multiple choice. Do you want to come home with me? A, yes. B, yes. Or C, yes. Tick tick tick! Time's up, pencils down. What do you say?
 * Michael: None of the above. He's going home.
 * Justin: I'm going with him.
 * Brian: Good boy. You get an A+.

 * Michael: He calls me, practically begs me to go with him, knowing full well I'm with someone, for the first time in I don't know how long...
 * Emmett: 7 months, 2 weeks, and 3 days.
 * Michael: Thank you. And even though the guy wasn't all he was cracked up to be...
 * Emmett: We'll let that remark pass.
 * Michael: At least he wanted me. Me! [Sits down on the couch] God, I'm so horny!
 * Emmett: Poor baby. Well I have just the thing. A new porn video. [Runs to get the video] It all takes place in a prisoner of war camp. Hot, horny men starved for action.
 * Michael: I can relate to that.
 * [Emmett hands over the video to Michael.]
 * Emmett: Guaranteed to make your private stand up and salute.
 * Michael: Schindler's Fist?
 * Emmett: Ah... Here. [hands Michael the remote] I'll leave you two alone. I'm sure you'll going to have a deep, meaningful relationship. Good night!

 * Brian [to Justin]: I want you to always remember this. So that no matter who you're ever with... I'll always be there.

 * [Brian stretches his hand over to the other side of the bed to stop the alarm, wakes up, and realizes that Justin is in his bed.]
 * Brian: What the fuck are you doing here?
 * Justin: You said I could stay.
 * Brian: Right. Your parents. They think you're at a friend's. [Rises to sit on the bed, notices the mess in the loft] Jesus Christ! What the hell happened?
 * [Justin laughs.]
 * Brian: Don't tell me. I was doing handstands.
 * Justin: And juggling. You're not very good.
 * Brian: Shit! Why do I do these things?
 * [Justin tries to answer.]
 * Brian: I'll tell you why. It was that fucking pig Anita. She told me that was E. That wasn't E, that was some shit they cooked up in a bathtub in Tijuana.
 * Justin: That's why you should never take drugs that aren't prescribed by a physician or recommended by a reliable pharmacist.
 * Brian: [laughs] What are you, a public service announcement?

 * Justin: [talking about Lindsay] She must have really wanted a kid.
 * Brian: Most women do.
 * Justin: Even lesbians?
 * Brian: Lesbians are women. Sort of.

 * [Michael walks into Brian and Justin, kissing.]
 * Michael: Christ! Didn't you get enough last night?
 * Brian: There is no such thing as enough. Besides, I couldn't send him off without a nourishing high-protein breakfast.

 * Brian: [surprised by the graffiti on his jeep] Oh that's beautiful Mikey. Just beautiful.
 * Michael: It's not my fault! I've told you about those two psychopaths down the street.
 * Brian: What? A couple of 12-year-olds?
 * Michael: They start early these days!

 * [Everyone at Justin's school stares at Brian's jeep with the word 'faggot' on it.]
 * Brian: Here we are sonny boy.
 * Michael: Be sure to come home right after school.
 * Brian: No lingering on the playground or in the locker room with the gym teacher.
 * Michael: Oh you did not tell him about that!
 * Brian: It's the most famous shower scene since Psycho.
 * Justin's schoolmate: [passes, screams at Justin] Hey Justin, wanna suck me off?
 * Brian: No! [Gets down from his jeep] But I'll kick your tight little virgin ass so hard you won't sit down for a week!

 * Justin: When can I see you again?
 * Brian: You can see me right now.
 * Justin: I mean later, tonight.
 * Brian: Who knows where I'll be later tonight.
 * Michael: We better go.
 * Justin: Please?
 * Brian: I'll see you in your dreams.

 * Daphne: Where have you been? Your mom called. I didn't know what to tell her. I said you were still asleep.
 * Justin: I just saw the face of God.
 * Daphne: Huh?
 * Justin: His name is Brian Kinney.

[Episode 102]

 * Emmett: So, uh, who's he look like?
 * Michael: Well he's got Brian's eyes and mouth, and Lindsay's nose.
 * Ted: If he's got Melanie's dick, we're in big trouble.
 * Michael: You should see the pictures I took, he's so adorable. In one of them he's actually playing with himself.
 * Ted: Who, Brian?
 * Michael: No, the baby! Imagine he's only been in the world about an hour and already he's pulling his pud.

 * Michael [voice-over]: Remember that story we all read in high school, you know the one about the prisoners chained in the cave? Plato or whoever? All they could see were shadows on a wall so after a while they started thinking that was reality. Well, in a way that's what Ted's like. It's been so long since he's had sex with someone he didn't download, he's forgotten that all those perfect bodies and perfect faces aren't real. That no one's really there, that they're only... shadows. Then again, who ever got anal warts in a coatroom?

 * Justin: Guess what I was doing last night.
 * Daphne: Sleeping? Same as me.
 * Justin: Having sex. All night. With that guy I met, Brian Kinney. We did it 'til six in the morning... Well, aren't you shocked?
 * Daphne: Not really.
 * Justin: Oh.

 * Emmett: I could be a... a r-real man, if I wanted to. You know, just lower my voice, stop... gesturing with my hands, make sure my face is expressionless... never, never use words like "fabulous" or "divine"… talk about, I don't know, nailing bitches and R.B.I.'s. But I'd rather my flame burn bright — than be some puny little pilot light.

 * Michael: We need a secret code word like "Shazam" so that if I get in a tight spot, you can come in and rescue me.
 * Brian: A tight spot. How about "butt-plug?"
 * Michael: "Butt-plug" might be a little hard to work into a conversation.
 * Brian: Because that's what you are pretending you're one of them.
 * Michael: I couldn't help it!
 * Brian: You could have told her the truth instead of acting like a scared little faggot. You should have just said, "I take it up the ass sweetheart, deal with it."

 * [Melanie and Lindsay ask Brian to sign a life insurance policy]
 * Melanie: It's simply in case something happens to you.
 * Brian: Like I'm decapitated at a railroad crossing? Or burned beyond recognition in some gas explosion? You know, I can just imagine the grizzly deaths you've conjured up for me.
 * Melanie: Like, in case you get sick.
 * Brian: Ah, even better.
 * Melanie: Considering your life, I mean, when's the last time you were tested?
 * Brian: Six months ago. I was negative.
 * Melanie: That's 26 weeks and 182 one-night stands.

 * Brian: There's only two kinds of straight people in this world: the ones that hate you to your face, and the ones that hate you behind your back.

 * Brian: So Dawson, how are things down at the creek?

 * Brian: You know, I'm getting a little sick of people telling me what's my responsibility. If Lindsay and Melanie want to go off and have a kid, that's their responsibility. If what's-his-name, Justin, wants to go out and pick up guys while he's still in high school, that's his responsibility. My responsibility is to myself! I don't owe anybody a goddamn thing!

 * Debbie: So, you going out cruising after you drop me off?
 * Michael: No, I've been invited to an all-night orgy.
 * Debbie: Woo! Sounds hot!
 * Michael: If you must know I am going back to my gay apartment, taking off my gay clothes and getting into my gay bed.

 * Brian: I just left a complete stranger in my apartment to come and talk to you so don't run away from me. We need to get something straight.
 * Justin: You don't do boyfriends.
 * Brian: Mikey's been talking to you.
 * Justin: You'll fuck anyone! He's ugly. You don't even know him. And I-- I really thought--
 * Brian: Justin. I've had you. What happened last night, it was for fun. You wanted me, and I wanted you. That's all it was.
 * Justin: A fuck?
 * Brian: Well, what did you think it was? Look, I don't believe in love. I believe in fucking. It's honest, it's efficient. You get in and out with the maximum of pleasure and minimum of bullshit. Love is something that straight people tell themselves they're in, so they can get laid. And then they end up hurting each other, because it was all based on lies to begin with. If that's what you want, then go find yourself a pretty little girl... and get married.
 * Justin: That's not what I want. I want you.
 * Brian: You can't have me. I'm too ol-- You're too young for me. You're 17, I'm 28.
 * Justin: Twenty-nine.
 * Brian: All right, 29. All the more reason. Now go do your homework. [Walks away]

[Episode 103]

 * Michael: I wished for a moment that I too could be a lesbian. But then I remembered I'd have to eat pussy, so I said forget it!

 * Brian: Christ. He'll probably grow up to be straight.
 * Michael: All the more reason he needs his Dad!

 * Lindsay: Why does it matter to you that Gus is circumcised?
 * Brian: It matters that he's been in this world less than a week and already there are people who won't accept him the way he is. They'd even mutilate him rather than let him be the way he is. The way he was born. Well, I'm not gonna let that happen.

 * Debbie: Em, honey, you should try to eat at least some of your protein off a plate.
 * Emmett: I read that for every thirty pounds you lose, you gain an entire inch of cock.
 * Debbie: So if you just drop another 90 pounds, you'll have a four inch pecker!

 * Emmett [to Brian]: You really showed those dykes who's got the low hangers.
 * Michael: And for once, it was us.

 * Melanie: I don't care what men think about their dicks!

 * Daphne: That's Brian? God, he's so old! And skinny! You could do way better than that!

 * Debbie: Sweetie, you know that I approve of your lifestyle.
 * Michael: Maybe I don't want you to approve, maybe I want you to go home and cry.

 * Michael: What the fuck did you do that for? You practically got us engaged!
 * Brian: Well, I want to dance with the bride at her wedding. And Tracy, too.

 * Emmett: I was talking to Dungeon Master Don who wants to mummify me - have you noticed that the world is getting weirder?

 * Emmett: Why do I always give my heart away to trash?

 * Michael: Blake just winked at you.
 * Ted: He's got some crystal meth in his eye.

[Episode 104]

 * Ted's mother: Loving someone's not the same as knowing them.

 * Brian: You know, he's the first. The first almost-dead guy I sort of had sex with.
 * Michael: You had sex with Ted?
 * Emmett: You never had sex with Ted!
 * Michael: When did you have sex with T--
 * Brian: Sort of sex. At this semi-orgy.

 * Michael: It could be us.
 * Brian: No, it could not be us. Because we know better. We know not to believe pretty little blonde boys that tell you that it's really good shit. 'Cause that's what they all say. Ted didn't know that. And he didn't know that you only do drugs with your friends because they're the only one's that give a fuck about you.

 * Ted's mother: If my son had been straight, if he had taken a woman home, do you think she would have run off and left him there to die?

 * Brian: Fuck bath-time and fuck you!
 * Melanie: Fuck you!
 * Lindsay: Just stop it, both of you!
 * Brian: So let's cut to the chase. Find somebody else. His mommy, or Michael, or Madonna. I don't care who.
 * Lindsay: But he chose you.
 * Brian: Well, he chose wrong.
 * Melanie: Yeah, that's what I said to him. I said Brian is not the person you want responsible for you life. He's a selfish narcassistic little fucking faggot. And let me tell you something, it's not because you suck cock, it's because you're a little fucking coward! So go! Get out! Now!

 * Emmett: There's a lot of things we don't know about each other. Like, did you know I used to walk down the street in Hazelhurst, Mississippi and the postman would spit at me?
 * Michael: I don't know where my father was born. Or even who he is.
 * Emmett: I sat with my dead grandmother for an hour and held her hand before I told anyone she was dead. How come we never tell each other these things, huh?

 * Brian: What about us? We don't have any beeps or wires or little white dots telling us we're alive, so how do we know? I guess we just take each other's word.
 * Lindsay: Maybe we know from what people expect from us.

 * Brian [to Ted]: Fuck you. Fuck you. Fuck you. For going home with some tweaked out little twinkle and thinking you got lucky. Did he let you eat his ass? Did he let you suck his cock? Well, I hope it was worth it. And fuck you for choosing me. I'd let you lie here forever. How'd you like that? Can you hear me? You know, you're not so bad looking. In fact, you look better like this. You should die more often. Or live. So that I don't have to say yes... yes, I'll do it. I'll give you what you want, what you need. But don't think it's for you. It's not. It's for me.

 * Debbie: I've always said, it isn't who you love, it's how you love. Genitalia is simply God's way of accessorizing.

 * Justin: Well, then, I'll go to New York. I'll become a hustler and I'll sell my body to gross old homos!
 * Vic: I'll give you 20 bucks. [Debbie smacks Vic] Just saving the train fare.
 * Justin: I'm gonna throw up, I gotta vomit!
 * Debbie: Upstairs bathroom. The one for guests and drama queens.
 * [Vic and Michael laugh as Justin runs off]
 * Debbie: It's not a joke, you know. Gay teens have a very high suicide rate.
 * Michael: Unfortunately, not this one.

 * Debbie [to Jennifer]: I know what you're going through... finding out. I mean, I always knew about Michael. In fact, I told him, right? [looks at Michael] To spare him the pain of having to tell me. So, Jennifer, don't ask are you, because it's never a question. Just say, 'I know.'

 * Ted's mother: I'm sorry, I know that it embarrasses you if I talk too much or I get too emotional. But I can't help thinking that if you hadn't woken up, then I would never have gotten the chance to let you know how proud I am that you're my son. And that it doesn't matter to me what you are, I got over that a long time ago... and that whenever you're feeling alone or that no one loves you, it's not true... because I do.

 * Ted: I saw you... fucking. When I woke up. I thought I'm in Hell and this is my punishment. Watching Brian Kinney fucking for all eternity.
 * Brian: You should be so lucky.

 * Brian: I want it to be you, I'll put it in writing.
 * Michael: I want it to be you, too. You pull my plug!
 * Brian: And you pull mine.

[Episode 105]

 * Justin: I like dick. I want to get fucked by dick. I want to suck dick. I like sucking dick. And I'm good at it, too.

 * Brian: If I don't get this account, I'll be fucked. And without lube.
 * Emmett: And that's a bad thing?
 * Debbie: It's amazing how you always work anal intercourse into the conversation.

 * Ted: I'd love to hear what you have to say about pussy.
 * Brian: That it's a good thing you got one because you wouldn't know what to do with a dick.

 * Michael: Who's leading her on? We're counting cartons of toilet paper.
 * Brian: Yeah, which you can use because you're so full of shit.

 * Brian: Look, I told you, I'm not your lover. I'm not your partner. I'm not even your friend. You're not anything to me.
 * Justin: I could be, if you gave me a chance.
 * Brian: Where did you learn to talk like that? Watching some teen drama?
 * Justin: I need you.
 * Brian: You think you do, because that's what we're taught to think: "We all need each other." Well, it's a crock of shit. You're the only one you need. You're the only one you've got.

 * Debbie [to Jennifer]: You smother a pork chop, not a son. People are what they are.

 * Jennifer [to Justin]: Stop right there! Stop running from me because I'm not running from you! I'm still your mother and you're still my son, and I still love you.

 * Michael: You ever been on a real date?
 * Brian: Once. I ended up fucking the waiter.

 * Brian: The point of a date, or so it's been explained to me by those who do that sort of thing, is that you actually get to know the other person before you fuck them.
 * Michael: What a dumb idea! What if you don't like them?
 * Brian: Worse yet, what if you do?

[Episode 106]

 * Brian: I tune out self-pity, it makes my dick soft. And we wouldn't want that... would we?

 * Daphne: I'm not a lesbian but I'm a big fan.

 * Emmett: What do you think?
 * Ted: You look unbelievably trashy.
 * Emmett: You talked me into it. I'll buy it!

 * Ted: Everything we do, even the clothes we wear is a conscious, or worse yet, unconscious attempt to get laid.
 * Emmett: Yes, it's true. There is an over-emphasis on sex. But why not buy two sizes too small and go with it?

 * David: You weren't an asshole.
 * Michael: Believe me, I've seen assholes and... I mean...

 * Ted: Roger and I have decided to get to know each other before we have sex.
 * Brian: What do you think you are, lesbians?

 * Justin: What are you doing? She thinks you're a lesbian.
 * Daphne: Well, can't I be one of the cool people, too?

 * Brian: You know, Dave, what's weird about you meeting Mikey, is that we usually meet guys together.
 * Dave: And they usually end up with you.
 * Brian: The lucky ones.
 * Dave: Debatable.

 * Brian: Fuck groups.
 * Lindsay: I thought you did.

 * Michael: It was never that big.
 * Brian: Hey, you haven't seen it in a long time.
 * Michael: I haven't seen Gone With the Wind in a long time either but I know it's still 3 and a half hours.

[Episode 107]

 * Jennifer: He's seeing someone.
 * Craig: So who is this kid? I'll call his parents.
 * Jennifer: He's not a kid, he's a man. His name is Brian Kinney.

 * Michael: He's not a steady. We went out twice.
 * Ted: Around here, that's a long term relationship.

 * Brian: What makes you think I'm even remotely interested that you have a ring through your tit?

 * Emmett: Hohhot! That must be Prince Charming! [Brian walks in] Make that the Wicked Witch.

 * Craig: What about AIDS?
 * Justin: He wore a condom. I put it on him myself.

 * Michael: I just don't know what you do for a whole weekend.
 * Emmett: Well, let's see, first you arrive.
 * Ted: Then you fuck.
 * Emmett: Then you unpack.
 * Ted: Then you fuck.
 * Emmett: And then you go berry-picking.
 * Ted: Then you fuck.
 * Michael: I mean after you fuck!
 * Emmett: You talk. You get to know each other.

 * Brian: Fuck you. I haven't thought about Michael once tonight.
 * Ted: What do you know! Just like when he's here!

 * Justin: If you want to hit me, go right ahead. Only I'm not gonna cry like some little faggot. And if you want to send me away, that's all right too. 'Cause I bet more butt-fucking goes on in boarding school than in the backroom of Babylon. But whatever you do, it's not gonna matter. 'Cause I'll still be your queer son.

 * Emmett: Time for your temperature! Roll over!
 * Brian: You're not sticking that thing up my ass!
 * Ted: Jeez, that accident must have really jarred your brain.

 * Brian: Don't go after him, Mikey. Don't ever go after anyone.

 * David: What is it with Brian Kinney? I mean, sure he's good-looking but a lot of guys are good-looking and he's got his fucking charm but we all have that when we want it. But what is it with him?
 * Melanie: I don't know, what Lindsay says is that he'll do anything, say anything, fuck anything. No excuses, no apologies, no regrets.

 * Brian: Well, I believe in the power of prayer and... drugs.

 * David: I told Mikey you'd be all right but he had to come running back.
 * Brian: What can I say, he's a sweetheart.
 * David: That's because you're all that matters to him. You're his world, his life. Everything he thinks about, everything he dreams about, everything he knows.
 * Brian: He's my best friend since we were 14.
 * David: That's 16 years of waiting. He's been waiting so long he actually thanks he's happy. But you and I both know that he's never gonna get what he really wants, is he?
 * Brian: Well what is that, Doc?
 * David: For you to fuck him! And don't tell me you don't know it... and you love knowing it, don't you?
 * Brian: You've been around for what, a week? You think you know him? You don't.
 * David: I'd like to. But I never will as long as you're around. Maybe I should just disappear. You'd probably like that and he probably wouldn't think twice about me. But I'm not going to. I'm not going to disappear. Because I want him. Even more than you don't want me to have him. So if you're really his best friend... give him a chance to be happy. To have a life. His own life. Let him go.

[Episode 108]

 * Justin: Did I tell you my dad wants to send me to military school? I said, "Fuck no."
 * Brian: I think your dad might be right. A Little military school or something might do you good.
 * Emmett: I always wanted to go to military school. Those sleek uniforms, so well cut.
 * Ted: Taking orders, getting punished when you're naughty. [Bends over and all slaps Emmett's butt.]
 * Emmett: Yes, sir. Sorry, sir.
 * Micheal: And don't forget showering with all those cadets.
 * Emmett: Oh...

 * Emmett: Oh my, whoever thought we'd see the day. Brian Kinney driving an Economy compact.
 * Ted: Subcompact.
 * Brian: I have to get another car this weekend.
 * Micheal: Another fuck mobile?
 * Emmett: Please, at his age he needs all the help he can get to attract those hot, young things.
 * [Emmett puts his arms around Justin and kisses his neck. Brian removes his arms and pulls Justin towards him]
 * Ted: I thought after what happened you might consider something more practical.
 * Brian: Something an accountant might drive?
 * Micheal: You don't want any more weirdo's ramming into you.
 * Emmett: Never heard him complaining about that before.

 * Craig: That's it, Justin. That's it. You come home with me right now or you never come home again.
 * Justin: Never again. Did you hear me? I said, never again! Go, get the fuck out of here! Go! I'm never coming home again!

 * Justin: I'm turning 18 soon. That means I can vote, get married, and join the army.
 * Emmett: Hopefully not in the same day.

 * Craig: I am not gonna be humiliated by a bunch of...
 * Jennifer: Fags? I got news for you, big man. You already have been.

 * Brian: You're not crying, are you?
 * Justin: I'm not some little faggot.
 * Brian: No, you're not. You're pretty brave actually.

 * Debbie [to Vic]: I want you here sick and I want you here well. I'll take you any way I can get you.

 * Brian: He's not my responsibility!
 * Jennifer: Oh, yes he is! You seduced him, you... fucked him! So now he's yours!

 * Ted: I could fix you up with my sister. Only she looks like me in a dress.

 * Vic: AMC has a Joan Crawford festival all week.
 * Debbie: Nobody is that gay.

 * Salesman: Wow, beautiful baby! Looks just like you.
 * Lindsay: Why thank you, so do our five others. I'm gonna go change him, honey.
 * Brian: You do that, sweetie. [Lindsay and Brian kiss]

 * Brian: So in other words, for Justin to live here with you he has to deny who he is, what he thinks, and how he feels?
 * Craig: No one asked for your opinion, pal.
 * Brian: Well, that's not love. That's hate.

 * Brian: It's not lying if they make you lie — if the only truth they can accept is their own.

[Episode 109]

 * Michael: So what is this, adopt-a-trick? First he's a one-night-stand, now he's moved in.
 * Brian: It's only temporary.
 * Michael: Until he grows up?

 * Melanie [to a nurse]: Listen to me. I stay up half the night worrying that he will grow up to be happy, and healthy, and loved. So don't you dare tell me I have no right to be with him. You officious, homophobic cunt!

 * Brian: He eats with straight people?
 * Ted: Ice. You never know where their hands have been.

 * Melanie: If you ever forget you're a Jew, a non-Jew will remind you.

 * Ted: What are you doing with your arm?
 * Emmett: I call it the Praise Jesus.
 * Ted: Looks like you're hailing a cab.

 * Michael [to David's friend at a dinner party]: That's where I know you from... from the White Party. You gave me crabs!

 * Jack Kinney: You know you and me, we're a lot alike.
 * Brian: We are?
 * Jack: We weren't meant to settle down.

 * Surferdude: You're making me so hard... yeah, man, you make me so horny! Sorry, typo, I'm so horny!

 * Emmett: Drop to your knees, pussy boy.

[Episode 110]

 * Brian: This is not the White House! George Washington never slept here!
 * Justin: He's the only one who hasn't.

 * Daphne: Please, I'm never getting married. I mean, why be tied down?
 * Brian: I love this girl.

 * Emmett [to Michael]: Well, I say that you deserve to be loved. And don't let any man, Queen, or Brian tell you otherwise.

 * Ted: Some day I'm gonna make some lucky man the perfect wife.
 * Melanie: I used to say the same thing.
 * Ted: But instead you made someone the perfect husband.

 * Ted: It just so happens a person can have an active sex life at any age.
 * Brian: That means there's still hope for you!

 * Mysterious Marilyn: God writes the script, sweetie. I just say the lines.

 * Emmett: I can change a tire.
 * Brian: You cannot change a tire.
 * Emmett: I know you all just think of me as this Nelly retail queen. But it just so happens that I make it my business to know anything that has to do with lug nuts.

 * Brian: I know I can be shit to you sometimes, I know that. But it's only because I know that you'll always love me no matter what.
 * Michael: I do.
 * Brian: I do, too. Always have, always will.

 * Justin: My parents don't want me. You don't want me. My life's a fucking mess, Brian.
 * Brian: Yeah, well, whose isn't?

 * Michael: Can we still be boyfriends?
 * David: We could be. But I don't want a boyfriend, Michael. I want a partner.

[Episode 111]

 * Ted: I'm 33, what does that make me?
 * Brian: Did you guys hear something? A voice from the dead?

 * Emmett: I need to go into a phone booth and jerk off.

 * Ted: You're the safe sex poster boy and I'm the happy hooker.

 * Debbie: I remember the first time I heard your name. Michael says 'there's this new boy in school, Brian Kinney.' For weeks that's all he could talk about. Brian Kinney this and Brian Kinney that. Next thing, you're cutting classes. And then I come home from work one day and I find the two of you 14 and drunk. It was then I knew that you were trouble. And you haven't disappointed me a day since then.
 * Brian: Well, at least you can't accuse me of being inconsistent.
 * Debbie: Consistent heartbreak.

 * Ted: [after finding out his HIV test was all clear] I'm negative.... I'm negative!
 * Mel: That's okay, happy people can be really annoying.

 * Ted [to Michael]: Oh for Christ sake, would you shut up already and come to your goddamn surprise party.
 * Emmett: … surprise.

 * Ted: Nice job on the gift. Couldn't have been more perfect.
 * Brian: Thanks.
 * Ted: Yeah... David's present didn't stand a chance. Then again, neither did he.
 * Brian: Fuck off.
 * Ted: Just can't help yourself, can you? You make have to make sure Michael regresses permenantly to the age of 12. He's 30, for Christ sake, Brian. Don't you think it's time you let him go?
 * Brian: Tell you what. I will if you will.

 * Vic: Promiscuous is anyone having more sex than you.
 * Emmett: I thought I was being safe... careful.
 * Vic: Sex isn't careful. If it is you're doing it wrong. It's messy and it's human.

 * Vic [speaking through the intercom]: Come on up... and get your cock out!

 * Ted: So, listen. I know there's this part of us that thinks we don't deserve to be loved —
 * Mikey: What are you talking about?
 * Ted: Let me finish. So we fall in love with someone we know we can't have and who's never gonna loves us, and we fantasize about the day when all of a sudden he realizes and sees everything he's been missing. You know, and all our dreams come true... only, that day never comes, and before you know it, it's your fortieth birthday, it's your fiftieth birthday and you're still alone. Don't let that happen to you, Michael. Love someone for real, someone who loves you.

 * Brian: Tracy! I'm so happy that you could make it to Michael's surprise party. Let me introduce you to a few of our guests... David, this is Tracy, Tracy this is David.
 * David: Tracy, yeah we met.
 * Tracy: Right, you're Mike's chiropractor.
 * Brian: He's also his boyfriend. Excuse me, ex-boyfriend. First time they fucked, Michael came like, three times.
 * [David punches Brian]
 * Brian: Mike, why don't you buy your friend Tracy a drink? Looks like she could use one... don't go yet Mikey, you haven't even had your cake!
 * Michael: Fuck off!

 * Tracy: Do you laugh at me? You and your friends? The boys? Do you laugh at me?
 * Michael: No... no.
 * Tracy: I must be a big joke to you, huh? The girl at work? The one who has the crush? She's so funny 'cause she's so stupid!
 * Michael: It's not like that, I swear!
 * Tracy: You're a liar, Mike. A liar.

 * Ted: Well, Brian. You really know how to throw a birthday bash.
 * Emmett: Too bad all good things must come to an end.
 * Melanie: Well well well... is anyone surprised? The way he treats people. Am I right? Is there anyone here tonight that hasn't been fucked by Brian Kinney, one way or another?
 * Vic: Well, what do you know, now Michael has been too.
 * Debbie: So you finally gave him what he wanted. Good for you.
 * Lindsay: How could you do that to him, Brian? Your best friend in the whole world.
 * Brian [to Justin]: Well... aren't you gonna make your big exit, too?
 * Justin: No. You're gonna need someone to help you clean up this mess.

 * Debbie [to Brian]: Christ, I was pissed at you last night. Everybody was. Is. But right in the middle of my cussing you out, I finally figured it out. You can't do anything quietly, can you? Everything's gotta be a spectacle. Drama. You couldn't have pushed him... softly. You had to shove him off a fucking cliff.

[Episode 112]

 * Michael: Captain Astro uses his magical fisting power!
 * Emmett: Quit it! It's too early for fisting!
 * Michael: No, it is never too early for fisting!

 * [Brian is imagining Ted is Michael]
 * Brian: So, how was work?
 * Michael: Fat Marley had this really incredibly hickey and there was a sale on protein powder so every queen in the city was there. Except for you, of course.
 * Ted: Boring. Work was boring. How 'bout you?
 * Michael: Don't tell me, you took a client to a really fancy restaurant for lunch and there was this really hot waiter and he signaled for you to meet him in the linen closet and he gave you this amazing blowjob and then you went back to the table and the client never knew?
 * Brian: How'd you guess?
 * Ted: I asked you about work.
 * Brian: Uh, I took a client to lunch and the waiter blew me in the linen closet.
 * Ted: Really?
 * Michael: Liar! You're such a liar!

 * Brian [talking about Michael]: When you think about, what do we even have in common?
 * Melanie: Your lives?

 * Tracy: People who laugh at jokes that make fun of other people, whoever they are, are ignorant and cruel.

 * Matt: I'm Matt.
 * Emmett: Course you are. You're always Matt, or Scott, or Todd, or some other wonderful one-syllable name.
 * Matt: I'd offer to buy you a drink, but something tells me you don't need another.
 * Emmett: Something tells me you might be right! Now, if you'll excuse me, I'm gonna go home; it's always nicer to vomit in your own toilet.

 * Brian: Hey, How's it going?
 * Justin: What? You actually wanna know?
 * Brian: Well, I asked, didn't I?
 * Justin: Everything's fine.
 * Brian: Good. What are you doing tonight?
 * Justin: Huh?!
 * Brian: [laughs] Are... These... Particularly... Hard... Questions? Do you wanna come over after work?
 * Justin: Really? Sure.

 * Michael: I told her I was an out and proud homosexual and if she didn't like it, she can suck my dick.

 * Brian: His life was just going to hang there, like some shirt in the closet you never wear.
 * Justin: So you pushed him away.
 * Brian: It was the only course of action.
 * Justin: Yeah, but now he hates you.
 * Brian: That's okay. As long as Mikey's happy.
 * Justin: God, you must really love him.

 * Justin [to Brian]: I'm onto you.

 * Ty: You... you've got your doubts, don't you? Well, let me ask you a few questions. Do you and your friends obsess about your bodies and the bodies of other men?
 * [flashback to the gym]
 * Ted: Check out his pecks.
 * Michael: They're like, perfect.
 * Brian: They're like, implants.
 * [flashes back to Emmett]
 * Ty: Do your conversations center around trivialities such as movies stars?
 * [flashback to the Diner]
 * Michael: Did you hear that Cher had her pussy tightened?
 * Ted: Where'd you read that, the Inquirer or Popular Mechanics?
 * [back to Emmett]
 * Ty: Are your days and nights spent at the gym and in bars, going home with men whose names you don't even know?
 * [flashback to Woody's]
 * Ted: So he's coming and he's going, "Fred, Fred!"
 * Michael: Fred! Who's Fred?
 * [back to Emmett]
 * Ty: So, maybe you should ask yourself... is this the life I want for me? Is this the life God wants for me? Is there a better life?

 * Michael [to Tracy]: When you spend your entire life keeping it a secret, who you really are, you learn to stop trusting people and it becomes second nature.

[Episode 113]

 * Lindsay: Can we talk about this later?
 * Melanie: Like everything else. I'm gonna go spike the punch.

 * Marian: All of this baby business is making me a little crazy.
 * Melanie: Why, because you want one?
 * Marian: Because I don't want one.

 * Ted [to Emmett]: What's the matter with you?
 * Brian: He's got razor burn on his balls.

 * Brian: Don't tell me no one's ever had a Big O at the Big Q?
 * Michael: I wouldn't know.
 * Brian: Well, I would. First-hand. And I mean first-hand experience.
 * Michael: Are you saying...
 * Brian: Remember last Christmas when I came to pick you up and you were setting up for Santa's Workshop?
 * Michael: Not Santa. Don't tell me you fucked Santa!
 * Brian: Even I wouldn't do that. I'm not into fat. His elf!
 * Michael: You didn't.
 * Brian: What he lacked for in feet he made up for in inches.

 * Melanie: Don't you ever get tired of being cheery?
 * Lindsay: You have no idea.

 * Emmett: Shaving Ryan's Privates, Good Dick Hunting, As Big as It Gets... it did get big... [throws videos away] gone!

 * Emmett: I've decided that I need to explore the part of me that isn't gay.
 * Ted: And what part pray tell would that be?
 * Emmett: So, I'm uh, I joined this group, "See the Light." And they're going to help me find my way back to my true self.
 * Ted: Shit!
 * Michael: Who you are is your true self!

 * Kip: I'm gay, you're gay.
 * Brian: Yeah, we're all gay. Do you think that means I owe you some favor?

[Episode 114]

 * Ryder: What would they think if they found out that their account exec was involved in a gay sex scandal?
 * Brian: You mean they wouldn't mind a straight one?

 * Heather: One night it just happened. We made love on the 18th green. God, I still remember that hole.

 * Brian: Homophobic corporate America wins again.
 * Melanie: Oh, please. You can hang a sign on your office door saying 'Blow Jobs 10 cents' and you'd still have it better than any woman and person of color, because guess what? You're a white man which still counts for something in this country.

 * Melanie: Nothing personal, but I just wish she was here.
 * Ted: I understand. Most of my dates wish they were with someone else.
 * Melanie: Oh, don't say that. You're a real catch.
 * Ted: I know. Just my luck, lesbians find me irresistible.

 * Emmett: Ted! M-Melanie, hi... this is Heather, my date.
 * Melanie: I'm sorry, I thought you said...
 * Ted: He did.
 * Heather: We're going for pizza. Wanna double?
 * Melanie: "Double"?
 * Emmett: They're not really a couple, Heather.
 * Ted: I'm a homo.
 * Melanie: And I'm a lesbo.
 * Heather: Oh! I thought from the hug that maybe you were normal.
 * Melanie: We are. What the hell's gotten into you?!
 * Ted: He's "seen the light."
 * Melanie: Where they shining it? Up your ass?
 * Heather: "See the Light" is helping us build a happy heterosexual life.
 * Melanie: While you're at it, why don't you ask the wizard for a brain?
 * Emmett: I'm so glad that we amuse you.
 * Melanie: Who's amused? I'm outraged!
 * Emmett: Just ignore her, Heather. She doesn't understand.
 * Melanie: Understand you assholes are setting back the gay rights movement about 50 years.

 * Brian: Do you know what we'd turn into if we ate all that?
 * Michael: A couple of fat flabby fags who nobody would want to fuck ever?

 * Brian: There was always lots of food at your house.
 * Michael: That's an Italian thing. And there was always plenty of booze at your house.
 * Brian: Yeah, well, that's an Irish thing.

 * Brian: Jesus, it smells like a dirty jockstrap.
 * Melanie: In that case, you should like it.

 * Justin: He's majorly hung.
 * Brian: And for once he's not talking about my cock.

 * Michael [talking about Emmett]: He really is going straight.
 * Vic: And so are we. Straight to Hell. According to them.
 * Justin: Doesn't he know that every reputable psychological study done within the past 25 years emphatically states that a person's sexual orientation is determined by the age of six, sometimes before birth, and it's completely unalterable?
 * Debbie: You tell 'em, Sunshine! A leopard can't change its stripes... and neither can a queer!

 * David: Mind your own business!
 * Brian: He is my business, and he's going to be my business long after you're gone.

 * Melanie [To Brian]: What are you Mr. Teflon? Shit just never sticks to you!

 * Emmett: Well, this is a surprise. Welcome to "See The Light."
 * Mikey: The way some of these people dress, they should change it to "Turn Off The Light."

 * Ted: We just... we wanted to let you know that we still love you. Maybe not as much as Jesus, but almost. And that we're gonna miss you.
 * Mikey: I'll especially miss the way you dance with your hands over your head. That's the way I'll always remember you.
 * Emmett: Thanks, but I don't think God appreciates it as much as you do.
 * Ted: I think God appreciates it even more. Because he created you in his image. At least that's what I was always taught. And since God is love and God doesn't make mistakes, then you must be exactly the way he wants you to be, the way he intended you to be. And that goes for every person, every planet, every mountain, every grain of sand, every song, every tear... and every faggot. We're all His, Emmett. He loves us all.

 * Ted: I always remember how he used to say "It's just not sex--"
 * Emmett: "--without something up your butt."

 * Heather: We've seen the light!
 * Ted and Melanie: We know!
 * Emmett: A different light.
 * Melanie: What about your success story?
 * Emmett: Oh, we were a success story.
 * Heather: We shared it with the group.
 * Emmett: Mmmmhmmm. I told them "some of us are meant to eat pussy and some of us are meant to suck cock." But either way - God loves us.
 * Heather: They agreed that God loves us.
 * Emmett: And then they told us to get the fuck out.
 * Ted: You're really back?
 * Emmett: Honey, my flame has been rekindled and has been burning brighter than ever.

[Episode 115]

 * David: He's gonna love you too.
 * Michael: How do you know that?
 * David: Who wouldn't?

 * Emmett: As long as your erogenous zones are covered, you're safely in the conservative column.

 * Michael: His 12-year-old juggling jazz-playing webmaster, what if he hates me?
 * Justin: Who?
 * Michael: David's son.
 * Brian: Fuck him, he's just a kid.
 * Michael: He's not just a kid! He's David's son! And you know what that means.
 * Justin [mockingly]: You're the wicked stepmother. Like in fairy tales!
 * Michael: Well, why don't you get your fairy tale back to work. Isn't there a toilet you need to spit shine?
 * Brian: Don't be so pathetic, Mikey. He's not gonna hate you.
 * Michael: What makes you so sure?
 * Brian: I'm crazy about you.

 * Debbie: Do you even know what a Huggie is?
 * Michael: Here's a hint, it's not a sexual position.

 * Michael: It's nice to finally meet you, Hank.
 * Hank: [Looks Michael up and down] Wow. You're young.

 * Brian: [Gus puked on Brian] All over my favorite leather jacket.
 * Vic: A fashion critic already.

 * Brian [to Emmett]: Hello, pig bottom. How would you like to polish my boot with your tongue?

 * Brian: I'm his father. Who are you?
 * Melanie: I may be no one. But at least I love him enough to know that his needs come before mine. Which is more than can be said for you.

 * Michael: If God wanted me to be on ice, he would have made me a vodka martini.

 * Emmett: Well, all this talk about babies has given me a craving for the baby back ribs.

 * Brian: I'm gay.
 * Jack: You picked a hell of a fucking time to tell me you're a fairy. As if I don't have enough to deal with. You're the one that should be dying instead of me.
 * Brian: But I'm not dying, you selfish old prick. You are.

 * Dale: There are many pleasures to be found here. Places that you're afraid to even think of going. I can take you there. But first you must surrender to me, completely. Do you surrender?
 * Ted: Yes I-I surrender.
 * Dale: Sir. You will call me Sir.
 * Ted: Sir.
 * Dale: And you are Slave.
 * Ted: It's kind of cold in here.
 * Dale: I didn't say you could speak.
 * Ted: I'm sorry.
 * Dale: Sir!
 * Ted: Sir.

[Episode 116]

 * Emmett: Isn't dyke night fun?
 * Ted: I can't remember when I had such a good time.
 * Emmett [whispers]: I hate dyke night.
 * Ted: Me too. I feel so violated.
 * Emmett: Ew, what are they doing?
 * Ted: The muncher mash?

 * Emmett: Hey, she's cute.
 * Melanie: She reminds me of Lindsay with red hair.
 * Ted: What about her?
 * Melanie: She reminds me of Lindsay with black hair.
 * Ted: [a man walks in] Don't tell me. He reminds you of Lindsay in drag.

 * Justin: Fortunately, I have youth on my side. I can stay up all night fucking and still score 1500 on my SATs.

 * Justin: You do! You give a shit! You so care about me! You love me so much!
 * Brian: Get out!

 * Justin [to his teacher]: Well listen up now that your hearing has returned. This queer says fuck you!

 * [Melanie walks into men's locker room and all the men freak out]
 * Melanie: Do you think I've never seen a dick before?
 * Ted: Not mine!
 * Emmett: It's okay, it's okay everyone, she's a lesbian!
 * Man: Oh, she's a dyke!

 * Debbie: There's nothing you can do but educate them or shoot them. Me, I joined PFLAG because I figured it was more practical than shooting them.

 * Brian: Aw, Melanie the Martyr. Do you want me to set you on fire?

 * Brian: Once this straight football jock picked me up and dunked my head in the toilet.
 * Justin: What did you do?
 * Brian: I followed him to his locker. It was open, his hand was up, like this. He was laughing so I slammed the door so hard it broke three of his fingers. And that was the end of the season for him.

 * Emmett: Stop being so goddamn selfish!
 * Michael: Selfish?
 * Emmett: I think it's selfish to deny your lover pleasure.

 * Justin: What are you doing here?
 * Chris Hobbs: Checking out the freaks... like you.
 * Justin: Down here you're the freak.
 * Chris: Out of the way, faggot!
 * Justin: Hey! Hey! You guys see him! We go to school together and his name is Chris Hobbs! He just called me a faggot! See, Chris doesn't like faggots.
 * Chris: Shut up, Taylor.
 * Justin: Or maybe he likes them more than he thinks.
 * Chris: I said shut up!
 * Justin: He let me jerk him off! The faggot gave Chris Hobbs a hand job! He loved it!
 * Chris: You are fucked! [Chris runs off with his friends]
 * Emmett: You go, baby.
 * Brian: Congratulations. You just made yourself a real enemy.

[Episode 117]

 * Debbie: Would you two cut it out?
 * Michael: Ma, you're interrupting.
 * Debbie: Well, I hate it when couples make out in front of you!
 * Brian: It's French. We're frenching.

 * Michael: Try the Brie.
 * Debbie: Tastes like cum. Where's the cheddar?

 * Brian: What if my aunt had balls? She'd be my uncle.

 * Michael: You're so anal.
 * David: Lucky for you.

 * Justin's Principal: Mrs. Taylor, there are more important lessons to be taught here.
 * Jennifer: Than tolerance?

 * Debbie: I know that sometimes you're ashamed of me. And that's okay, I'm your mother and it's part of the deal. But Michael, I never thought the day would come that I would be ashamed of you.

 * Guillame: What'd you think? [holds up a zucchini]
 * Brian: Is it for dinner or for you?

 * Brian: All right, so I'm a shitty father. Are we surprised? I'm upholding a fine family tradition.

 * [Justin is kissing Brian]
 * Brian: What are you doing?
 * Justin: I'm killing you with kindness.

 * Lindsay: Do you still love me?
 * Mel: I never stopped.

 * Brian: Well, don't think you've won. 'Cause if you do, you're dead.
 * Justin: Not as long as I've got you to protect me.

[Episode 118]

 * Brian: And I thought I was finally rid of you.
 * Justin: Not until I say so!

 * Brian: You should do him!
 * Michael: What do you mean 'do him'?
 * Brian: I'll give you an instruction manual.

 * Ted: Jesus, he's still cute.
 * Emmett: You say that about all the boys who put you in a coma.

 * Ted: Where have you been staying?
 * Blake: With some friends.
 * Ted: That's good, they can look after you.
 * Blake: Not those kind of friends.

 * Michael: I don't wanna be a saint. I wanna be a ruthless, heartless shit who fucks whoever he wants without conscience or remorse!
 * Brian: Sorry, that position has already been filled.

 * Ted: It's no different for straight guys. I read somewhere that something like 64% of them admit they've been unfaithful.
 * Emmett: I wouldn't know. I've only slept with 32% of them.

 * Justin: [after being refused service at Babylon] Who do you have to fuck around here to get a drink?!
 * Brian: Me! [to the bartender] Two beers please; I'm thirsty!

 * Brian: I know it's scarier finding your own way than doing what's expected.
 * Justin: I'm not scared.
 * Brian: You're fucking terrified, just like the night you met me. I was sure you'd go back home, but you didn't. You said: "I'm going with him."
 * Justin: I cannot believe that you remember that, considering how you couldn't remember my name.
 * Brian: And look what happened.
 * Justin: I turned into a big queer.
 * Brian: Yeah, lucky for you, otherwise I wouldn't be wasting my time. But it's too late now, there's no turning back.
 * [They dance and kiss]

[Episode 119]

 * Brian: I need coffee.
 * Ted: Someone was up fucking 'til the wee hours.
 * Justin: Was he cuter than me?

 * Justin: I'm saving up to go to the White Party.
 * Emmett: My my aren't you two raising him well.

 * Michael: Jesus, Brian, your dad just died. How can you think about getting your dick sucked?
 * Brian: This is my grief counseling.

 * Emmett: She wants you to fuck her?!
 * Ted: Gay men and straight girls sleeping together, isn't that one of the signs of the apocalypse?

 * Emmett: How do you know if you can?
 * Brian: Because at his age he can rub up against a tree and get a hard-on.
 * Emmett: Having recently made love to a woman I can give you a few pointers.
 * Brian: Banging a bull-dyke for Jesus isn't exactly making love.

 * Michael: Wow, I forgot what it was like at your house.
 * Brian: Yeah, that's why I was always at yours.

 * Brian's nephew: What's in the bag, Uncle Bri?
 * Brian: Grandpa's head. Wanna see it?
 * [nephews run away and scream]

 * [talking about Brian]
 * Emmett: I can't imagine growing up in that house. How did he ever survive?
 * Ted: Who's to say he did?

 * Brian: If you don't earn respect when you're alive, you don't deserve it when you're dead.

 * Brian: Isn't that what you always wanted, Michael?
 * Michael: What, a drunken fuck so you wouldn't have to think about your dad? I never wanted that.

 * Emmett: [about Ted] I tried to warn him but he wouldn't listen. Because he loves you. In fact, he loves you so much, he even believes you're clean! Imagine that!
 * Blake: I love him, too.
 * Emmett: No, you love drugs. So get drugs. Here, I will even give you the money... but leave him alone! Because if you break his heart, I will break. your. face. Now excuse me, they're playing my song.

 * Brian: That's right.  The fucking fairies got a strike!  The fucking fairies are jumping up and down!  The fucking fairies are going to celebrate. [dips Michael for a movie-style kiss]

[Episode 120]

 * Emmett: Especially when you're on drugs. Please, you'll do anything... [looks at Blake] Sorry.

 * [They have all decided to go to Babylon]
 * Emmett: Hooray! Only... it's starting to feel perilously like a couples night, seeing as I'm the only single boy left.
 * Brian: Excuse me? What the fuck do you think I am?!
 * Justin: [rushes over and grabs Brian's arm before anyone can reply] Are we going to Babylon?
 * [Everyone laughs]

 * Michael: Those jeans are all worn and too tight... How come I haven't seen you in them before?
 * David: I only wear them when I don't have any clean clothes.
 * Michael: Well, you must stop doing laundry immediately.

 * Justin: Yeah, it's sad isn't it? All of these older guys still partying way past their prime. They don't know when to stop. So, how about the real thing?
 * Brian: Check back with me in an hour.
 * Justin: What? So now I'm a back-up plan? Who do you do when all else fails?
 * Brian: How many times do I have to tell you, we're not a couple. Michael and David are a couple. Lindsay and Melanie are a couple. Ted and whats-his-name are a couple.
 * Justin: So what are we then?
 * Brian: I don't know about you, but I'm single.

 * Emmett: I don't know why I insisted on coming here. It's always the same. The guys who are interested in me, I'm not interested in them. And the ones I'm interested in, well, aren't interested in me.

 * David: Until we break free of our stunted adolescence and our superficial values, we'll always be boys. Never men.

 * Brian: When you were a boy did you save the bird with the broken wings?
 * Ted: What did you do, tear them off?

 * King of Babylon MC: Our next contestant likes younger men, his favorite pastime is feeling superior, his special skill is manipulating people.
 * David [to Brian]: Must be you!
 * King of Babylon MC: Let's put our hands together for Pittsburgh's hunkiest chiropractor... Dr. David Cameron!
 * David: Asshole!

 * [Justin wins King of Babylon]
 * Justin: Did you see me?
 * Brian: Yeah I saw you.
 * Justin: Well?
 * Brian: I think the contest was rigged.
 * Trick: You know him?
 * Brian: I taught him everything he knows.
 * Justin: Except how to dance. [to trick] What's your name? I'd ask him only I'm sure he doesn't know.
 * Trick: Shawn.
 * Justin: You're hot. I was watching you.
 * Trick: You were?
 * Justin: It made me want to fuck all night. Do you want to get out of here?
 * Trick: You lead.
 * Brian: I thought we had plans.
 * Justin: You couldn't do better. I told you I might have plans, too.
 * Trick: What's his problem?
 * Justin: He's just my stalker.

 * Emmett: So, the cub caught the lion's prey.

 * Justin: What a night!
 * Brian: So how was he?
 * Justin: He had the greatest ass. I brought him back, I fucked him all night. My dick's gonna be sore for a week.
 * Brian: That's enough.
 * Michael: Actually I'd like to hear more.
 * Ted: Speak slowly and enunciate.
 * Justin: Ah, he gave great head. He wanted me to fuck him with my crown on. Kinda kinky. But after a while, he got really clingy. He wanted to know if he could see me again.
 * Brian: So, what'd you tell him?
 * Justin: I told him that he could see me in his dream.
 * Emmett: So, who's up for the Absolute Abs Contest?

[Episode 121]

 * Emmett: That's just want Mr. Pettigrew said.
 * Vic: Who?
 * Emmett: Mr. Pettigrew. High school teacher back home in Hazelhurst. He was accused of exposing himself to one of his students. He swore it wasn't true, that the kid was lying because he flunked him.
 * Vic: And I suppose you're going to tell me he was beaten to death, or hung himself in his jail cell?
 * Emmett: No. He went to live with his spinster sister in Meridian. When he died a few years later, they say he put in his will that he didn't want his name on his tombstone. Because it was worthless.

 * Justin: Don't go. You can't go.  What are you going to do without me?
 * Brian: I don't know, I guess I'll survive.

 * Brian [to Justin]: I won't think of you. When I walk out that door I don't plan on ever looking back. And I expect you to do the same.

 * Justin: [talking about Brian moving away] I love him, Michael.
 * Michael: I know. All the more reason to let him go.
 * Justin: You must not care very much.
 * Michael: I care more than you'll ever know.

 * Lindsay: [to Brian] Different doesn't make it better. When are you going to realize that Justin really loves you, even if he is young? At your age, that's not such a bad thing. And that Michael would give up his life for you? And I love you, too.

 * [Justin is at the computer]
 * Justin: This is disgusting. Really sick!
 * Brian: Are you looking at those hetero porn sites again?

 * Michael: [at the cinema] Man, when I think of all the Saturdays we spent here.
 * Brian: Yeah, I used to buy a ticket and let you in at the fire exit.
 * Michael: We never got caught!
 * [They high-five]

[Episode 122]

 * Brian: What is this?
 * Ted: Your official membership to the Dead Faggots's Society.
 * Brian: Who are you, the fucking founding father?

 * Melanie: Who wants some Death day cake? Death day cake? Death day cake?

 * David: Isn't it great to be in love with a guy who does everything?
 * Michael: Yeah... hmm... so I guess I'll just go to the beauty parlor and get my nails done!

 * Vic: They put everything on stamps these days... composers, birds, even the Three Stooges. So when are they going to have famous fags?
 * Debbie: You can be on the 69 cent stamp, honey.

 * Brian: You still have me, I'm not going anywhere.
 * Emmett: ...hooray.

 * Justin: Do you want to come to my prom with me?
 * Brian: As what, your chaperone?
 * Justin: As my date.
 * Brian: ha... I'd love to. But my prom dress is still at the dry cleaners.

 * Brian: Yeah, that's just what I need, to be in a dance with a bunch of fucking 18-year-olds.
 * Justin: I thought you liked fucking 18-year-olds.

 * Lindsay: [About Justin asking Brian to the Prom] Oh! I think that's so adorable that he asked you! Despite the somewhat questionable difference in you ages, and that fact that emotionally he's 12 years your senior.
 * Brian: Not going; too old.
 * Lindsay: Oh, so you're 30, I know. It's so dramatic, but it is something we all go through, if you're lucky enough to live that long, but to carry on like it's the end of your life?
 * Brian: It is.
 * Lindsay: It's the beginning! A whole new way of thinking about yourself, feeling a whole new sense of accomplishment.
 * Brian: That's from the 'La Jeunesse' anti-aging commercial; I wrote that fucking copy!
 * Lindsay: Oh, Okay. I guess I only quote from the masters...

 * Ted: Flannel. Isn't that lesbian lingerie?

 * Blake: I love your friends. They are like family.
 * Ted: Not like. They are.

 * Blake: I was afraid of disappointing you or failing again.
 * Ted: Well, you have. And I can't live with an addict. And I can't make love to an addict. And it sickens me to think about what you are doing to a person I happen to care a whole lot about and who obviously cares so little about himself. So I have no choice. Except to say goodbye.

 * Brian: Why do you always have to ruin everything?
 * Michael: Ruin? I'm saving you! Just like Toby Harper saved Captain Astro in issue 231 of Astro Comics, when Captain Astro thought that he lost all of his super powers.
 * Brian: God, you are so pathetic.
 * Michael: No, you are! Don't you see that you still have your powers? All of your powers. And you always will. Whether you're 18, or you're 30, or you're 50, or you're 100. You will always be young and you will always be beautiful. You're Brian Kinney, for fuck's sake!

 * Brian: We gave them a prom they'll never forget.
 * Justin: Me neither. It's the best night of my life.
 * Brian: Even if it was ridiculously romantic.

[Episode 201]

 * Ted: Him.
 * Emmett: Who?
 * Ted: Over there. The red and blue shirt, black hair, big button eyes, cute little turned up nose.
 * Emmett: Oh, he's adorable!
 * Ted: He's hot.
 * Emmett: He's uh...
 * Both: Michael?!

 * Michael: Hey Todd, how's it going?
 * Todd: Fine.

 * Brian: I'm the most fabulous fag in Pittsburgh. That is, if it's possible to be fabulous in Pittsburgh.

 * Emmett: [unlocks and opens the door to his apartment] Well, here we are. Home Sweet Dump.

 * Nurse: Drugs can't fix everything.
 * Brian: Where did you hear that?

 * Brian: Who made up the fucking rule that you can't smoke in a hospital?

 * [Woman walks by and checks out Ted]
 * Melanie: Too bad you're not straight... [second woman checks out Ted] you could really score big time.
 * Emmett: It's hard to believe but in this parallel universe you're actually hot.
 * Ted: Woohoo, lucky me.

 * Emmett: Pink champagne? Yeah, um, yeah, that's too Nelly even for me!

 * Melanie: [At Lindsay's sister's wedding] What did she think we were going to do? Perform cunnilingus on top of the wedding cake?

 * Brian: There you have it, ladies and gentlemen, proof positive that making other people happy can cause nausea, severe cramps, even diarrhea.
 * Mikey: Got any TUMS?
 * Brian: Know what TUMS is spelled backwards?
 * Both: SMUT!

 * Melanie: I was just saying, I bet you're really looking forward to that Honeymoon. Where were you off to this time?
 * Lynette: Borneo.
 * Ted: Don't they have a lot of pigs there?

 * Justin: They say I may never draw again.
 * Brian: Yeah, well, they're always telling people they'll never walk again, or draw again, or piss again, so that when you finally do you'll think they're geniuses and they can charge you whatever the fuck they want.

 * Brian: Yeah well I can remember. I can remember everything. I saw him... he was coming after you with a bat. But he was moving too fast and you were too far away... I ran... but there was no time to stop him. And then he swung but it was too late. There was nothing I could do. And then you just laid there on the cold cement.
 * Justin: It wasn't your fault... it wasn't your fault.
 * [Brian and Justin hug]

 * Emmett [to Michael]: So um... how was your piece of cake?

 * Michael: We broke up. It's over. David and I are over.

 * Michael: I was going to tell you.
 * Ted: When? After you convinced us you found Paradise Lost?
 * Michael: When the time was right. But there's never a right time to admit that you failed.

 * Jennifer: The day the doctor sent him home from the hospital he'd said that he'd never seen such a determined patient and he asked me what it was that made him work so hard. I knew but I didn't tell him... it was you. Every day that you didn't come to see him was more incentive for him to get better and get out so that he could come see you. Of course, what Justin didn't know and I didn't tell him was that you were there... every night. The nurse on duty told me. I want to thank you for that. But he's home now, safe and sound and there isn't any reason anymore for you to watch over him and so... so I would like you to leave. And never see him again.
 * Brian: I care about him.
 * Jennifer: It was because of you he was almost killed. Forgive me for being so blunt. I've tried to accept him for who he is. To accept your world and that he's a part of it. I've even tried to accept you. And as a result, I nearly lost him. And I don't intend to lose him again. So if you care about him and I believe you-- I believe you do, you'll do what I ask and return my son to me.

[Episode 202]

 * Emmett: God, I want his ass.
 * Ted: Who doesn't?
 * Emmett: No, I mean I really want his ass. Instead of this tired old thing.

 * Brian [referring to Gus's first birthday]: It seems like only yesterday I was jacking off into that cup.

 * Vic: We faggots are a talented bunch. You gotta hand us that.
 * Debbie: Indestructible, too.

 * [Brian opens the door to let his trick out and Jennifer is standing there]
 * Jennifer: I came at the wrong time.
 * Brian: You two have a lot in common.

 * Brian: What would you like me to do?
 * Jennifer: Touch him. Help him be touched.
 * Brian: You want me to fuck him?
 * Jennifer: Well-- uh-- you're the one he trusts. If that's what it takes.

 * Justin: [after Brian doesn't reply to why he's letting Justin stay with him] I know why. It's because you love me, madly, passionately, deeply. Just like I always suspected.

 * Brian: [to Justin] What are you doing all the way over there? Come closer. Do you want to take off some of the clothes? You might get overheated.

 * Shrink at Woody's: You know for someone who has enough disorders to merit your own classification in the Diagnostic and Statistical Manual, you are one of the most well-adjusted and high-functioning bastards I know.

 * Michael: It was awful. All those dirty minded old man staring at me and pinching my ass.
 * Emmett: It was fabulous. All those dirty minded old man staring at me, pinching my ass.

 * Emmett: All right boys. I'm off to buff in the buff!

 * Justin: You kissed me? In front of everybody?
 * Brian: Yeah. You should have been there.

 * Brian: [to Justin] And then you turned around, and... smiled. Then I knew why Debbie calls you Sunshine.

 * Justin: I wish I could remember.
 * Brian: I wish I could forget.

 * Michael: I'm right back in the same place I was before and everybody else has moved on. I feel lost, Ma.
 * Debbie: Oh, baby. You're not lost. You're just full of shit. [slaps Michael] You're only lost if you're alone. You are surrounded by people who love you. You'll find your way.

 * Melanie: Lindsay Peterson, will you marry me?
 * Lindsay: Now you're proposing to me? Well, I'm gonna have to think it over... Yes!

 * Justin: I want you inside me.
 * Brian: Are you sure?
 * Justin: Yeah, just take it easy.
 * Brian: Like the first time?

[Episode 203]

 * [Talking about Gay as Blazes]
 * Ted: These characters have principles. When you have principles, you don't need orgasms.
 * Brian: You have principles when you don't have orgasms.

 * Ted: Even you have to admit, it's important that the straight world sees realistic portrayals of us.
 * Brian: You call that realistic? And who gives a flying fuck what straight people think?

 * Michael: They're two uber-passes to Comic-Con. Priority access to all events - a complete comic book overload! One for me and one for you!
 * Brian: Whoa, dude! The kids at school will like, puke, they'll be like, so jealous.

 * [After reading Howard Bellweather's article]
 * Brian: I'm suing the mother-fucker!
 * Michael: Take it easy, Brian.
 * Brian: He said I'm 31! I'm 30.
 * Justin: Is that all you care about? He practically called you a child molester.
 * Brian: Who should know better than... you?

 * Michael: I don't think any of us are in a position to judge considering some of the things that we've done.
 * Ted: I have nothing to be ashamed of.
 * Michael: I could remind you of a few!

 * Debbie: Keep it up, Sunshine! The good work that is.

 * Debbie: I know you're uncomfortable hanging out in gay bars with your mother. But look at this way; If you meet somebody nice, you won't have to bring him home to meet me, because I'm already here!

 * Michael: God mom, you are such a fag.

 * Brian: One step at a time. First, we walk back to my place and then I suck you off.
 * Justin: I can do it myself.
 * Brian: You can give yourself head?

 * Brian [to Michael]: It wasn’t stupid when we used to lock ourselves up in your room and read Captain Astro and Galaxy Lad, wishing we were invincible like them, and pretending that no Earthly force could ever separate us like them, and swearing that we’d always be there for each other, like them.

 * Emmett: Blaze this!

[Episode 204]

 * Emmett: Be careful, pride is a sin.
 * Justin: Then I'm going to Hell!

 * Brian: Some people take it to the streets.
 * Ted: Other people take it to the sheets.

 * Vic: I remember my first march. After the Stonewall Riots - in the stone age - there were no more than 25 of us that first year.
 * Justin: That's all?
 * Vic: You think coming out's tough now, you should have been around back then.

 * Michael: You're not even gay!
 * Debbie: Yeah, well I'm the next best thing.

 * Brian: What he does with his money is his business.
 * Lindsay: Except when it hurts us. Then it's our business.

 * Chris Hobbs: Got AIDS?
 * Justin: No.
 * Chris Hobbs: You will. Sooner or later. All you fags end up here.

 * Brian: Theodore Schmidt, you sex pig you, I didn't know you had it in you.
 * Ted: Oh I had it in me all right.

 * Emmett [quoting Godiva]: It takes more courage to wear a dress for a day than it does to wear a suit for a lifetime.

 * Jennifer: I'm proud of you Justin.
 * Justin: Proud of you too, mom.

 * Brian: I'll be glad when Pride's over so we can all go back to being ashamed.

 * Brian: Where you going?
 * Justin: I'm leaving you to your wicked ways! Go find a stud and ask him to dance. [Starts to leave]
 * Brian: [follows Justin and grabs his shoulder] Hey stud, want to dance?

 * Brian: [to Justin] I promise you won't forget this one.

[Episode 205]

 * Brian: Dreaming's for people who like to sleep. I'd rather be awake and fucking.

 * Ted: If you really want to help, grab a nipple and squeeze.

 * Debbie: So what would make you happy? (Michael looks around)
 * Brian: Should we hum the theme from Jeopardy?

 * Emmett: [talking about Ted] Guys, he is in deep shit trouble. We need to have an intervention.
 * Debbie: Booze?
 * Brian: Crystal?
 * Emmett: Whipping the willy.
 * Brian: Schmuck. Couldn't even get a decent addiction.

 * Michael: Life sucks, kid! Better know it now than be disappointed later.

 * Brian: How's Daphne?
 * Justin: She and her roommates had to study. Fortunately, that’s not my problem. I went to Woodies, I let guys buy me drinks, they all wanted to fuck me.  At least I still have my looks. But, I told them no; I’m saving it for you.
 * Brian: Aren't you a sweetheart?

 * Michael: So long lover boy.

 * Melanie: I think you provide an extremely important service.
 * Ted: Preparing your taxes? Yeah, great, when's the last time it made you come?
 * Melanie: 1998. I got a big refund.

[Episode 206]

 * Ted: Internet access? 38 dollars. Adult porn site membership? 29.95.
 * Michael: Watching men jerk off in the comfort of your own home? Priceless.
 * Brian: Masturbate the possibilities.

 * Ben: Excuse me, I'm looking for Wonder Woman.
 * Debbie: You found her!

 * Dean Ryerson: We expect our students to master the traditional disciplines.
 * Justin: Sometimes the traditional disciplines can be handicapped, too.

 * Brian: [after Debbie, Mel and Lindsey have all kissed Justin] With all this kissing, you're going to turn him straight! [Brian kisses Justin.]
 * Debbie: Oh, my God! They're gonna do it right here! [Justin and Brian go upstairs] Holy crap! They're like fucking newlyweds!
 * Mel: I never thought I'd live to see the day!
 * Lindsay: I think it's wonderful!

 * Ben: I teach Gay Studies at Carnegie Mellon.
 * Michael: I knew it!
 * Ben: You knew what?
 * Michael: Well with all that talk about cultural references, I knew you had to be.... a professor.

 * Michael: I haven't a clue what homo eroticism in literature means, I just know that the Flash looks good in tights. Um, you see, I started reading the Flash and Superman and Captain America when I was just a kid, um, at first because it was fun. I liked the stories and I liked the pictures and it was a great escape from all the shit that - sorry - the stuff, that was bugging me. And my mom didn't want me to read them. But later on when I realized that I was... later on when I realized that I was gay, I read them for a different reason. Because in ways that maybe nobody intended, these superheros were a lot like me. At work they were meek and unappreciated and they're the guys that never get laid and uh, when they're around other people they can't let anyone get too close because they're afraid that their true identities will be discovered. Yet with all of the villains and the monster and the evil forces that are trying to destroy them, somehow, they survive. Even the one thing that can kill Superman, the one thing which he has no immunity, Kryptonite, ultimately you know that he'll survive that and he'll go on to save the world. I believe the same about us. That's what the comics have shown me. That despite everything, we'll survive. And we'll win. But, back to the guys in the tights.

 * Debbie: [about Justin] You think you've got everybody fooled, don't you? Well, not me, honey. I’ve known you too long and regrettably too well. And no matter how hard you try to deny it, I can tell you care as much about him as he cares about you, only you haven’t got the big hairy cojones to say it.
 * Brian: Maybe I could borrow yours?
 * Debbie: Whatever it takes... to admit that you love him. And I know that you do, despite all your efforts to never let another heart touch yours. And that’s assuming, of course, you have one. That little persistent kid has somehow gotten in under the wire. And that’s what’s happened, huh? Now admit the truth. You love him, don’t you? [Brian looks at her, then looks away.] I thought so. Then tell him! Tell him what you could never say to Michael.

 * Brian: You were right. The reason I took you in was because you took a bat to the head. But it’s not the reason I want you to stay. But don’t get the idea that we’re some married couple, because we’re not. We’re not like fucking straight people, we’re not like your parents and we’re not a pair of dykes marching down the aisle in matching Vera Wang's. We’re queers, and if we’re together it’s because we want to be, not because there’s locks on our doors. So if I’m not in, assume I’m doing exactly what I want to be doing: I’m fucking. And when I come home, I’ll also be doing exactly what I want to do: coming home to you.
 * Justin: Okay. I want some things, too. You can fuck whoever you want, as long as it’s not twice. Same for me. And no names or numbers exchanged. And no matter where you are, no matter what you’re doing, you always come home by 2.
 * Brian: 4.
 * Justin: 3. And one more thing. You don’t kiss anyone on the mouth but me. [They kiss.]

 * Michael: [reading the personalized dedication in the book Ben gave him]To Michael, beneath whose mild-mannered appearance beats the heart of a superhero... Ben.

 * [Michael and Ben are kissing, Michael is undoing Ben's pants]
 * Ben: wait... Michael...
 * Michael: What for?
 * Ben: I just want you to know that... I'm HIV positive.

[Episode 207]

 * Debbie: I'm so proud of you, Michael, you've turned out to be quite a man... chew your food.

 * Michael: I knew how to put a condom on a cucumber before I knew how to drive!
 * Ben: Yeah, well, I was gonna ask you out tonight, but now I'm not so sure.
 * Michael: Why not?
 * Ben: A cucumber is a lot to live up to.

 * Michael: Emmett's a star.
 * Brian: His dick's a star. He's just the life support system.
 * Michael: Careful, he'll get a swelled head.
 * Ted: Save it for the website!

 * Lindsay: You helped Lynette with her wedding.
 * Lindsay's Mother: That's different.
 * Lindsay: Why is it different?
 * Lindsay's Mother: Because her wedding was real. Yours is... well, I don't know what yours is.

 * Brian: Let me see your wrist. That's a stunning watch you're wearing.
 * Emmett: I'm not wearing a watch.
 * Brian: Wow, Emmett, you're really observant. He's [Ted's] got a Rolex.

 * Michael: I should warn you, my friends can be a little...
 * Ben: Judgemental? Bitches? Condescending?
 * Michael: You've met them.

 * Ted: What happens if a condom breaks, or he's flossing his teeth and his gums bleed?
 * Brian: Or if he shoots his load and you're bending over to tie your shoe and it accidentally flies up your ass?

 * Brian: Is that a pimple on your ass?

 * Brian: [to Justin] I want you safe. I want you around for a long time.

 * Leda: Hi, I'm Leda.
 * Brian: Melanie's evil ex.
 * Leda: And you must be the antichrist. Big fan.

 * Leda: Ever been fucked by a dyke with a dildo?
 * Brian: Is that an offer?

 * Michael: [about Debbie] She actually said she wished I wasn't gay!
 * Brian: Well, I'll always be glad that you're a big fat queer. [They kiss.] You know, she's right. You should forget Ben.
 * Michael: What the fuck do you know?
 * Brian: Let's see... I know advertising, and... you.

 * Brian: Handle it, kiss it, jerk it off, just don't fall in love with it.

 * Melanie [to Lindsay's parents]: Look, I know what you think about me. I'm the slick Jew lawyer come to shake you down for a few shackles. The dyke who corrupted your daughter. Well, you're wrong. I'm Lindsay's loving partner and Gus's adoring mother. And I know that I will never cause him the pain that you've caused her. He'll never have to wonder whether or not I love him.

 * Emmett: I can honestly say that there is not one thing hear I'd put in my mouth.
 * Ted: That's a first.
 * Emmett: Excuse me?
 * Ted: This food's the worst.

[Episode 208]

 * Michael: He wanted to diaper me.
 * Ted: Aw, poor baby.

 * Michael: The next guy that walks through that door is the man I'm gonna live with for the rest of my life.
 * [Emmett walks in]
 * Emmett: Oh, Michael, there you are. Rent cheque's due today, sweetie.

 * Justin: I'm not going to that hetero-hop with a bunch of beer-chugging breeders!

 * Debbie: Real love when it comes doesn't look like anything you'd expect.

 * Emmett: [to himself] Well, in a modern re-telling, coach would be a limo, footmen would be the driver and Cinderella would, of course, be a fag rather than a woman, since no self-respecting woman would let herself be enticed into a strange man's home with jewelry, a limo, champagne and caviar!

 * Justin [to Brian]: I have friends my own age. You're my age... emotionally.

 * Brian [to Justin]: I just want you to enjoy your youth... I certainly have.

 * Justin [waking up]: What time is it?
 * Brian: It's time to take care of your morning hard-on, although it's after noon.

 * Michael: Sex is different for men than it is for women... the need is more immediate, more intense, at least that's what I've read.
 * Lindsay: Where, in Field and Stream?
 * Melanie: Just for your information, Lindsay and I fuck like crazy, we pant and drool like a couple of bitches in heat. Our pussies soak the sheets.
 * Lindsay: And we go at it a lot longer than the 10 minute tumble you guy's call sex.
 * Melanie: And you don't even wanna know how many times we get off in a night.
 * Michael: You're right, I don't.

 * Brian: Some guys are into prime-aged cock.
 * Ted: Better hope Justin is.

 * Michael: [talking about the ideal boyfriend and not realizing that he is describing Ben] He's got to be passionate about life. He's worked hard to survive it, yet he's maintained his humor. He's charming and kind and he does something creative, maybe a writer. He's into spiritual stuff, like Buddha. And he focuses on living in the now, 'cause there's no time to waste... And when I'm with him, I feel like a better person.

[Episode 209]

 * Ted: You did the right thing, the guy's positive!
 * Emmett: Positively yummy!

 * Brian: If you want Ben back, go fucking get him.

 * Michael: Okay, I don't know anything about basketball. In case you haven't noticed, I'm queer.
 * Ben: Yeah I love basketball and in case you haven't noticed, I'm queer too.
 * Michael: Oh, I've noticed.

 * Basketball Player: [talking about Michael not giving back the ball until Ben agrees to go on a date with him] I suggest you say yes, 'cause if he's like the bitch I got at home, we're gonna be standing here all day.

 * Ben: Are you out of your mind?
 * Michael: You've met my mother, do you really need to ask that?

 * Brian: Jesus, I told him to lay off the Slim Fast.

 * Brian's mother: [In a church] Wait 'til you see our new minister. I can't tell you what a comfort he's been to me since your father died. He calls, he visits, he makes sure I'm all right. He's been like a son.
 * Brian: Well, for his sake I sure hope you don't treat him like one.

 * Brian: Great service.
 * Reverend Butterfield: I'm glad you enjoyed it.
 * Brian: I meant at the baths.

 * Ted: I took Viagra last night! It's been 18 hours and it won't go down! What am I gonna do?
 * Emmett: Have you tried soaking it?
 * Lindsay: How about a cold shower?
 * Brian: How about scaring it?
 * Justin: That's hiccups...
 * Brian: Boo!
 * Ted: Thank you all for caring.
 * Melanie: What about something that would absolutely turn you off?
 * Brian: That's a great idea, why don't you two show him your tits?
 * Melanie and Lindsay: Brian!

 * Justin: [about himself and Brian] Our sex life isn't what it used to be: we're down to, like, four times a day!

 * Brian's mom: I'm sorry, am I disturbing you? I was gonna leave this [cake] here by the door with a note but then I thought as long as I'm here...
 * Brian: … I might as well bang on his door a million times and drive him nuts until he answers.

 * Joan Kinney: I hope you know it's a sin.
 * Brian: That I fuck guys or that I didn't tell you?
 * Joan: You make all the jokes you want. The Bible makes it clear. You're going to Hell.

 * Ted: Well, don't worry, God still loves you... no matter what.
 * Brian: Yeah like I give a shit what God thinks about me. He better be worried about what I think about him.
 * Michael: How do you figure that?
 * Brian: In all this cold dead universe, we're the only one's that know he exists. Without us... he's nothing.

 * Joan: I always include you in my prayers.
 * Brian: What a pal.

 * Joan: I hope you've come to ask forgiveness.
 * Brian: Not exactly.
 * Joan: It's the only salvation there is.
 * Brian: What about the Salvation Army?

 * Ted [rejoicing]: I'm soft... you made my dick soft!

[Episode 210]

 * Leda: Girls, girls! We may be dykes but we are still ladies.

 * [Michael is upset that Captain Astro has died]
 * Ted: Better to join the living. Have a drink.
 * Justin: Have a bump.
 * Brian: Have a boy.

 * George: From what Emmett tells me, you're the love child of James Dean and Ayn Rand.
 * Brian: George, can I buy you a drink?

 * Emmett: OK, let me get this straight. Radames, the noble Egyptian warrior, could marry the Pharaoh's daughter and live more than comfortably ever after but instead he runs off with Aida, the slave-girl who happens to weigh like 200 pounds?
 * George: You're not supposed to notice that.
 * Emmett: How can I not notice?! Her name should be Aidalot ("I-eat-a-lot").

 * Emmett: I'm the demon dick of dot com.

 * Brian: The first time you came here you didn't know anything about me. I could have done anything to you.
 * Justin: I was pretty sure you were going to fuck me.

[Episode 211]

 * Brian: I just dropped by to let you know that I'm not gonna be at the wedding. I'm going to the White Party in Miami instead. Later!
 * Lindsey: You can't ditch my special day!
 * Mel: You selfish prick!
 * Brian: As usual, objectivity falls to me. Think - you don't really want me there, do you? I have to be chemically depended just to show up. I'll be drunk, I'll be bored - not to mention better looking than the brides. I'll offend all the dykes, I'll heckle the ceremony, table dance at the reception and inevitably fuck every good looking guy - gay, straight or undecided - in the place. Finally, I'll pass out - naked - bitching about the cheap booze.You'll lose your dignity, your friends and your shirts paying for the damages. Hell, I'm doing you a favor getting out of town.
 * Mel and Lindsey: … Have a safe trip.

 * Ted: [out of breath] I can't go on. We've walked how far, 100 blocks in 100 hours?
 * Michael: Try two blocks in about 11 minutes.
 * Ted: Oh. Seems a lot longer when you're shopping for lesbians.

 * Brian: Competition: world class. Wardrobe: crucial. Margin for error: zero. So long, Pittsburgh; hello, Miami Vice!
 * Justin: I thought your all-expenses-paid fuck-fest was just for the weekend?
 * Brian: Each beach party has its own theme and a strict dress code. The White Party: 15,000 horny queers all in white.
 * Justin: I'll be busy, too. I have a paper due on Renaissance art...
 * Brian: Then there's the muscle beach party...
 * Justin: Then there's the laundry and, of course, the wedding...
 * Brian: I mustn't forget the Cowboy contest...
 * Justin: I have to remember to write to my Grandmother...

 * Ted: Look, just take it back.
 * Michael: I can't take it back!
 * Ted: What store did you buy it at?
 * Michael: I didn't get it at a store!
 * Ted: Where'd you get it?
 * Michael: Off a blanket.
 * Ted: A blanket?! You bought Lindsay and Melanie's wedding gift from some street corner Sister?!
 * Michael: It's from Chuck, it's a little country next to Chad.
 * Ted: Chuck, Chad, they sound like a couple of homo's!
 * Michael: It's the perfect gift.
 * Ted: Perfectly hideous!
 * Michael: It's a work of art!
 * Ted: It's a piece of shit!
 * Michael: It's symbolic of love and pride!
 * Ted: It's symbolic of stupidity and bad taste.
 * Michael You take that back!
 * Ted: I can't! [in a mocking voice] I got it off a blanket!
 * Michael: Look, the next time you want to buy a gift, buy it yourself!
 * Ted: That's what I was counting on you for.
 * Michael: You were too busy bringing joy to the world.
 * Ted: That's because I'm a success!
 * Michael: You can take your success and shove it... I'm sure you won't have any trouble figuring out where!
 * Ted: Yeah, I'll just ask Chuck and Chad!

 * George: Anyone who values themselves because of their ass... is an ass.

 * Brian: Christ, send in a dyke to do a faggot's work.

 * Brian: My pecker's all a-twitter.

 * Brian: So you're standing me up to see two dykes tie the knot?
 * Justin: Yeah, I guess I am. You're angry?
 * Brian: I think you are a selfish heartless asshole... Keep up the good work!

[Episode 212]

 * Emmett: I'm a vulgar girl.

 * Michael: What's the kinkiest thing you've ever done with a guy?
 * Brian: It's too weird to talk about.
 * Michael: Come on, dish!
 * Brian: Hm.. Kinky.. Kinky... Well, one night I went to this guys house and... I stayed over.

 * [talking about Dumpster Boy]
 * Justin: What can you do?
 * Debbie: I don't know... find out who he was.
 * Justin: That's what the police are for.
 * Debbie: Those fat fucks!

 * Brian: [about Garths party] Why would I want to hang out with a bunch of arrogant, self-important assholes?
 * Ted: 'cause you fit right in?

 * Brian: You know he's like a German train? He always comes in on time.

 * Jennifer: Christ! Doesn't anyone introduce themselves before the fuck?! … Sorry.

 * Ben: Were they lovers?
 * Ted: Would have been better if they had been. Then Brian could have broken his heart and Michael could have gotten over him.
 * Emmett: Instead of always wondering what it would have been like.

[Episode 213]

 * Emmett: What kind of homosexual are you?!
 * Brian: The kind that fucks men...

 * Jennifer: He [Justin's Dad] says he won't pay for your school anymore.
 * Justin: That lame-ass shit! What's his feeble excuse?
 * Jennifer: The stock market and supporting 2 households... basically 'cos he's a lame-ass shit.

 * Brian: I can't believe Deb dated a drag queen, how'd they tell each other apart?

 * Justin: I have a great ass and I'm blonde. You have no idea how far that gets me.

 * Lindsay: I want you to be my husband.
 * Brian: You already have one.

 * Melanie: I told you, he's a total hetero-probe!
 * Justin: It's true; he is.
 * Brian: It's true; I am.

 * Lindsay: Promise me you'll behave.
 * Brian: I won't mention dick if you don't mention pussy.

 * Brian: There's no predicting... oops, I said dick, didn't I?

 * Divina Devore: The truth is what you choose to believe.

[Episode 214]

 * George: Don't be such a sissy.
 * Emmett: Any other impossible requests?

 * Ted: I want to go to Berlin, Amsterdam, Prague...
 * Ben: Great art, great history...
 * Ted: Great men.

 * Debbie: [about Carl Horvath coming to the diner] So, what are you doing here?
 * Carl Horvath: It's a diner, isn't it? It's lunchtime, isn't it?
 * Debbie: It's a little early, isn't it? [taking Horvath's order] What will it be?
 * Carl Horvath: Uhm.. A meatloaf sandwich, a side of fries and how about you and me going out tomorrow night?
 * Debbie: Yeah, that last item isn't on the menu.

 * Debbie: He's not my type.
 * Vic: He's alive and he's got a dick. What more do you need?

 * Brian: Maybe we can hang it.
 * Justin: Really?
 * Brian: Then you can tell everybody you're hung.
 * Justin: I already do.

 * Brian: I'll give you 5000 dollars.
 * Justin: What for?
 * Brian: The drawing.
 * Justin: It's not for sale.
 * Brian: No... just you.

 * Brian: The reason you don't have a boyfriend is because you don't want one.
 * Ted: I don't?
 * Brian: If you had one it would challenge the well established opinion you have of yourself as a worthless sac of shit that nobody wants; therefore, you go after guys you know will reject you and you stand around here and bitch like a high school girl, when in fact you got exactly what you want, mainly, nothing.
 * Ted: Thank you Doctor Kinney, you've saved me years of therapy, not to mention several thousand dollars.

 * Michael: She hit me! My mother fucking hit me!
 * Ted: She's always hitting you.
 * Brian: That's how she shows her affection.
 * Michael: I mean for real.
 * Brian: Well, what did Mikey do?
 * Michael: I don't wanna talk about it..... I told her she was pathetic for dating that fag-hating cop!
 * Ted: You know, if she keeps this up we're gonna have to take her honorary queer button away.
 * Michael: Where are her values? Her principles?
 * Brian: You know how it us when you want cock, they're the first things to go.

 * [talking to Michael about Debbie dating Horvath]
 * Brian: All your life you've been her little man and all of a sudden some big ol' dick pops up, threatens to take her away... you're hurt, you're angry... mad enough to kill.
 * Ted: One more word out of you and I'm throwing you out of the car... okay? even if it is yours.

 * Ted: [To Brian, when they're being pulled over by the police] Do you have anything on you?
 * Brian: Yeah, 16 pounds of cocaine and 24 ounces of heroin.
 * Ted: This is no time to be funny!
 * Brian: Who's being funny?

 * Police officer: Are you aware you were speeding?
 * Michael: Oh, that must be why it felt like we were going so fast.
 * Ted: Michael!
 * Police officer: You were doing 60 in a 35 mile zone.
 * Michael: Oh, what do you know, math. Give the officer a jelly doughnut.
 * Police officer: Excuse me, sir?
 * Michael: Look, don't you have anything useful to do? Like arrest a murderer?
 * Ted: Jesus, what the hell are you doing?
 * Police officer: Do you have a problem with police officer's sir?
 * Brian: Only one's that are boffing his mother.
 * Michael: Shut up, asshole.... just give me the goddamn ticket.
 * Ted: Aw, now he's done it.
 * Police officer: Get out of the car, sir.
 * Ted: Now we're gonna get arrested.
 * Michael: What now, so you can work me over?
 * Ted: Oh, now we're going to jail.

 * Brian: [Stumbling out of the car drunk, to a police officer questioning the driver] Officer, I would be more than happy to drive these two gentlemen home...

 * Ted: I'm so disappointed.
 * Michael: I know, I fucked up!
 * Ted: I don't mean that. All the porno flicks I've seen that take place in prison always show these hot criminal types in heavy man-on-man action. Nothing like this.
 * Homeless Man: Not exactly what I was hoping for either.

 * Brian: I wonder who I have to blow around here to get a triple non-fat latte? [Hunky officer walks in] If you say so.

 * Justin: We have an arrangement.
 * Brian: Home by 3 or my balls turn into pumpkins.

[Episode 215]

 * Brian: What are you two girls all giggly about? [Looks at the coaster Michael and Justin were drawing on] Okay, no more drugs for you.

 * Justin: The stuff we came up with is amazing. It's like we share the same brain!
 * Brian: You get it Monday, Wednesday, and Friday, he gets it Tuesday and Thursday?

 * Brian: When it comes to measuring wood, I'm an expert.

 * Brian: What kind of a dyke are you, you can't even handle a power tool!
 * Lindsay: Oh, go away and play with your son!
 * Melanie: While you've still got your legs!

 * Brian: All work and no dick make Mikey and Sunshine dull boys.

 * [Michael and Justin stayed home to create their comic book]
 * Ben: It's more than just a comic book. There's nothing more sexual than the act of creation... it's the fucking greatest orgasm there is.

 * Brian: [To Debbie after being yelled at by Justin and Michael] Give me a minute between rounds, then you can have a go with me.
 * Debbie: Article 14 in the Super-Mom-Handbook says no kicking assholes when they're down. They'd take away my halo.

 * Brian: I'm not an asshole, I'm just drawn that way.

 * Debbie: You're jealous.
 * Brian: I don't do jealous, jealous is for lesbians.
 * Debbie: Well, then you better start liking pussy.

 * Justin: [about Brian] All this time I've been fooling myself... thinking he loves me.
 * Michael: He does love you.

[Episode 216]

 * Ben: No luck in the bedroom.
 * Michael: That's a first.

 * Justin: Isn't that like the most amazing coincidence?
 * Brian: That you and Ben and like 17 million other people have the same birthday?

 * Brian [to Ted when he asks him what he's doing for Justin's birthday]: It's a fucking birthday. Anybody can get born, even you. The only thing worth celebrating is achievement.

 * Emmett: I've tried boys, I've tried booze, I've tried pills, but I am still in the valley of the dolls.

 * Luke: So what do you do?
 * Ted: I work in computers.
 * Luke: Sales, programming?
 * Ted: I run my own dot com company.
 * Luke: Really... an entrepreneur. So what kind of company is it?
 * Ted: You know... dealing with people's needs... might call it, relief work.
 * Luke: Somehow I knew you'd do something that involved helping others.

 * Emmett: Well, boys, you date your saints. I'll stick to the sinners.

 * Brian: Didn't your daddy ever teach you how to tie a tie?
 * Justin: No, he was too busy kicking me out and beating the shit out of you.
 * Brian: Well, neither did mine. He was too busy regretting the day I was born.

 * Lindsay: I don't understand you.
 * Brian: Few do.

 * Ethan: The Revel was passable but the Brahms was for shit.
 * Justin: I didn't notice.
 * Ethan: Well, you should have, it was all your fault.

 * Ted [to Emmett]: You put the gay back in geisha.

 * Brian: You want too much. You expect too much. And then when your hero disappoints your poor little heart gets crushed.
 * Michael: So what's the alternative? To expect nothing, to want nothing like you?

 * Ethan: I thought you were the maintenance guy. There's no heat.
 * Justin: Sorry.
 * Ethan: It's okay. Maybe things will warm up now that you're here.

 * Michael: Since when do you smoke?
 * Ben: Since I'm nervous, Michael.

[Episode 217]

 * Justin: Why don't you just admit you don't want to go away with me for the weekend?
 * Brian: I don't want to go away with you for the weekend.
 * Justin: At least it's out in the open.
 * Brian: I want to go away with you for the whole fucking week!

 * Emmett: Wow, somebody's on the rag.
 * Brian: Or not getting any.
 * Melanie: You see how much you get when you have a family to support, a kid to raise, and a major renovation going on under your roof. But, of course you never will because your only responsibility is to your dicks.
 * Brian: Which is why I'm smiling and you're not.

 * Leda: Your battery isn't dead, it just needs recharging.

 * Gardner Vance: Rumor has it that you're gay.
 * Brian: The rumor's right. But unless I'm fucking you, it's none of your business.

 * Michael: Want to hear my secret fantasy?
 * Justin: I don't generally like discussing kink on an empty stomach.

 * Justin: I want a boyfriend who only wants to be with me. Who wants to stay home every once in a while. Who at least gets jealous when some other guy is sucking my dick right in front of him.
 * Michael: That's not Brian. It never will be.

 * Brian: [arriving home, shouting to Justin) Hey sunshine, come congratulate me! Your partner... just made partner!

[Episode 218]

 * Melanie: The truth has as much to do with law as gay men have to do with lesbians.

 * George: You always said 'fuck 'em all'. Well to do that you gotta have fuck 'em all money.

 * Ethan: She's right, your stuff is the best. So admit it, you're brilliant.
 * Justin: I'm brilliant.

 * Nurse: I'm getting the doctor.
 * Michael: While you're at it why don't you get a brain!

 * Justin: No matter how shitty things get, I always have art. It's the one place I can go I'll always be safe.

 * Ethan: I want to be with somebody who only wants to be with me.

 * Brian: Are you listening?
 * Michael: [In tears] I'm listening.
 * Brian: The night Justin was bashed, and I called you and you were about to get on a plane, and you came here and you sat with me for three days, waiting to see if he was gonna live or die; if it hadn't of been for you I never would have made it. It was because of you. You're strong enough for both of us. And you're gonna be strong for Ben.

 * Emmett [to the Sickle lawyers]: I told you, I never wanted a penny from him. You can take everything. Every cent. But the one thing I won't let you take is what George and I shared. That's mine. And you can't have it.

[Episode 219]

 * Michael: [To Ted] How do get any work done with all these hot, horny guys around you?
 * Brian: Yeah, if it were me I would have a permanent boner.
 * Michael: Thought you already did.

 * [Justin is in the shower and Brian steps in]
 * Justin: You scared me.
 * Brian: Relax. It's not that kind of a shower scene.

 * Melanie: We just need to be honest with her.
 * Lindsay: Okay. You do it.
 * Melanie: Me, what about you? You were there, too.
 * Lindsay: I know but you're much better at rejecting people than I am.
 * Melanie: Excuse me?
 * Lindsay: I meant that in the highest form of praise.

 * Ethan: Do you like french films?
 * Justin: I've never been.
 * Ethan: Never been? Peasant!

 * Justin: It's hard enough loving one person.
 * Ethan: But if you're the one that the other two are in love with, you can break both their hearts.

 * Ted: The unthinkable has happened.
 * Brian: Ted Schmidt woke one morning from fitful dreams to find himself transformed in his bed into a giant vagina.

 * Ted: I'm immune...
 * Brian: To penicillin? To clever literary references?
 * Ted: To porn!

 * Justin: Brian already is perfect.
 * Michael: Glad you think so.

 * Brian: Hey what size does this come in?
 * Emmett: Twink, stud, and bear.
 * Brian: I'll take a... stud?
 * Ted: I'll take two!

 * [Ted is trying to join a threesome]
 * Ted: You guys are slippery!

 * Emmett: Y'know something Ted Schmidt? I love you. [Kisses him]

 * Michael: Don't you guys tell each other where you're going or what you're doing?... I'm just asking!
 * Brian: It's not a psych ward! You don't have to sign out, call in and report our whereabouts, we've even stopped wearing those homing devices.

 * Michael: What if... there was someone else? Someone that he was seeing that you didn't know about?
 * Brian: What if there was?
 * Michael: You'd be okay with that too?
 * Brian: He doesn't owe me anything.
 * Michael: What about the truth?

 * Debbie: [To Lindsay after she didn't get a strike] It's not your fault honey. He [Horvath] deliberately threw you off by making that noise.
 * Carl Horvath: What noise?
 * Debbie: That thing you do with your throat.
 * Carl Horath: It's called breathing.
 * Debbie: Well, knock it off.

 * Emmett: I think I sprained my wrist! See how it's hanging there all limp like that?
 * Brian: Doesn't look that much different to me.

 * Debbie: To the 'Liberty Balls'!
 * Vic: Long may they hang!

 * Brian [to Justin]: Take a shower. You stink.

[Episode 220]

 * Michael: [hugs Brian] Love you.
 * Brian: Me too. Always have, always will.

 * Michael: Ma, would you stop overfeeding him?
 * Debbie: He's one of the family now!
 * Ben: Yeah, I'm one of the family now!
 * Michael: My sincere condolences.

 * Emmett: [after Michael says that Ben wants to go to Tibet for six months] What's in Tibet? Nude beach? Circuit party?

 * Ethan: He must love you a lot.
 * Justin: In his way.
 * Ethan: But not in yours.

 * Ethan: Hey, excuse me, sir! You uhh... dropped 100 dollars in my case.
 * Brian: It says you're starving.
 * Ethan: Yeah, well, more like a little hungry.

 * Emmett: Tell me, who is it!
 * Ted: You.
 * Emmett: You who?
 * Ted: You you.
 * Emmett: Me you?
 * Ted: Yes. You you.

 * Brian: So how big's his dick?
 * Justin: That has nothing to do with it.
 * Brian: Since when? You love cock. You love it down your throat. You love it up your ass. You love riding it. And after you cum, you love to fall asleep, still inside you.
 * Justin: Cut it out.
 * Brian: You're hard. So... don't tell me it doesn't matter.

 * Justin: He loves me.
 * Brian: Your dreamy eyed school boy.
 * Justin: In ways that you can't.
 * Brian: In ways that I won't.

 * Ethan: At least now I know why you're with him. God, he's beautiful. He must be great in bed.
 * Justin: Yeah, he is. It's when we're not in bed that's the problem!

 * [Talking about Michael]
 * Justin: We're not speaking.
 * Brian: Creative differences.
 * Justin: Actually, we're in total agreement. He thinks I'm an asshole and I think he's one.

 * Brian: If you want your comic book to be a success, you should put your personal feelings aside. Don't piss on your achievement.

 * Emmett: You're so funny... and those... big puppy dog eyes, just dive right in. And... your lips are... are so uh, so... [kisses Ted]

 * Michael: [after Ben says that he's not going to Tibet] But you said it's what you need.
 * Ben: I've already got what I need... and I don't need to go to Tibet to find it. [They kiss]

[Episode 301]

 * Michael: You got what you wanted.
 * Justin: So did you! From the first night that we met and he took me home and fucked me, you have wanted me gone. Well, Mikey, you finally got your wish. There's nothing standing in your way anymore. He's all yours.

 * Lindsay: So you'd rather be alone than be with the one person who loved you enough to almost put up with all your bullshit.
 * Brian: I never loved him! And even if I did, I'd never ask him to put my needs above his, or be something he's not to make me happy. Tell him if he's not getting what he wants, then go find it someplace else.

 * Michael: [tastes Debbie's sauce] Ugh! There's no meat in this!
 * Debbie: The girls wanted vegetarian.
 * Michael: Lesbian lasagna.
 * Debbie: For Christ sake Michael, it's not like you have to eat pussy.
 * Michael: Mother!

 * [Brian walks in on Michael and Ben undressing about to have sex]
 * Brian: I leave you two alone for five minutes!
 * Michael: Christ, Brian! How'd you get in here?
 * Brian: My widdle key.

 * Michael: Ben's just moving in.
 * Brian: Suffering Sappho. You too.

 * Debbie: The new boyfriend. I'm Debbie; I've been keeping an eye on Sunshine ever since he left home.
 * Ethan: Sunshine?
 * Debbie: You got a problem with that?
 * Ethan: No. No problem.

 * Brian [to Justin]: I hope you get what you want.

 * Michael: You must really love him.
 * Brian: I told him from day one I don't believe in love, I believe in-
 * Michael: -fucking, yeah I know.

[Episode 302]

 * Trick: That was one of my top ten fucks.
 * Brian: Yeah. Definitely one of my top ten... thousand.

 * Emmett: You're just jealous because we have what you don't.
 * Brian: Anal warts?
 * Ted: A loving, mature relationship... [to Emmett] open up for the choo-choo boo-boo!

 * Debbie: Since when do gay guys use their fists?

 * Michael: I don't know how you do it. Working all day, fucking all night.
 * Brian: Well, they say in the vast infinite of space, the faster you move, the slower you age. I have to believe the same holds true for Pittsburgh.

 * Brian: I understand. You're in a committed relationship with your... what is that hideous expression? Significant other. Loser.

 * Ben: He is hurting inside. And the more he's hurting the more he tries to hide it.
 * Debbie: What an incredibly kind, compassionate thing to say. You really are a hell of a nice guy.
 * Ben: Thank you, Debbie.
 * Debbie: Fuck nice.

 * Craig: What about Brian?
 * Justin: We're not together anymore.
 * Craig: Finally, some good news. I'm glad to see you've come to your senses.

 * Craig: No father could have ever been prouder of his son than I was of you.
 * Justin: Now you're ashamed.
 * Craig: … No.
 * Justin: That I'm not the man you wanted me to be? I am the man that I want to be. I'm the only man that I can be. If you can't be proud of me for that, then that's your problem.

 * [Lindsay tells Melanie if she wants to have a child, she should have it herself]
 * Melanie: It's that she's braver. And stronger. And a better woman than I'll ever be.
 * Debbie: That's the biggest load of horse shit I've ever heard. I'm not telling you it isn't scary, because it's fucking terrifying. And I'm not telling you it isn't painful, although it seems I've forgotten that. But I am telling you that having a kid is the number one top-rated experience in my life. And I'd hate you to see you deprive yourself of all of that because you think you're not woman enough.

 * Justin: I could be poor for a long time...
 * Brian: Well, knowing your tastes, you'd better not be.

 * Emmett: You know the one thing I wish more than anything in the world right now? I wish that I could talk to my best friend, Teddy. He's always so wise and caring and now he's my boyfriend and well, there's just some things you can't say to your boyfriend no matter how much you love him.
 * Ted: What is it?
 * Emmett: I don't know what's wrong with me. I mean, I must be crazy. I no sooner get together with this really wonderful guy, then I go and do something with someone that means absolutely nothing to me. I mean, why do I do these things?
 * Ted: Because you've never met a cock you didn't like. It's part of your charm, so don't be so hard on yourself. That's your best friend speaking. But as your boyfriend, I have to say that what you did was a flagrant betrayal! I'm not sure that I can ever trust you again. Then again, as your best friend, it's understandable you'd give into temptation. I mean, you've been single all these years. It's not easy to just settle down overnight. Still, it's one thing to know that as your best friend. It's another thing to accept it as your lover.
 * Emmett: I'm sorry, Teddy. For hurting you and for destroying what we might have had.

 * Emmett: I don't blame you for hating me.
 * Ted: I don't hate you. I love you. I know you very well... and I still love you.
 * Emmett: Are you saying that as my best friend or my lover?
 * Ted: Both.

 * [on the phone]
 * Michael: Where are you?
 * Brian: Where you never grow old. Where everything is beautiful!

[Episode 303]

 * Michael: That's a sizeable chunk of change for Boyfriend Replacement Therapy.
 * Brian: I don't have a boyfriend. I've never had a boyfriend.

 * Debbie: Do you know what MYOB stands for? [Ted and Emmett looks confused] Mind Your Own Fucking Business.
 * Ted: Shouldn't there be an F in there?

 * Justin: What's it for?
 * Brian: It's for the center Carnival.
 * Justin: [Laughs] You fucking hate the center!
 * Brian: Not when they're paying me. So how much do you want?
 * Justin: It's for a good cause, so it's free.
 * Brian: Christ — didn't I teach you anything?
 * Justin: 500.
 * Brian: 200.
 * Justin: 500; take it or leave it.
 * Brian: I like the way you do business.

 * Melanie: There's no fucking way Brian Kinney's fucking sperm are doing the breast stroke up my Fallopian tube!

 * [Debbie shows up at the gym]
 * Michael: Mom, what are you doing here?!
 * Debbie: Same thing you are.
 * Brian: Cruising for a blow job?
 * Michael: Jesus, Ma, you already go to the same bars and same clubs as I do, now you gotta come to the same gym? Can I have one place in the world that's my own?
 * Debbie: Do you want to be work out buddies?

 * Emmett: Honey, all you need is a little refresher course. And who better to instruct you then Professor's Honeylocust and Schmidt?
 * Ted: Doctor's of Cardiology.

 * Ethan: Now, why do you have to be so antisocial?
 * Justin: I'm not antisocial. I just can't stand people.

 * Brian: Just give me one valid reason why any queer in his right mind would wanna bring a kid into this world?
 * Michael: Hm...
 * Bran: You can't think of one, can you?
 * Michael: Wait a minute! Hold on. [he thinks of a reason] To piss off straight people.

 * Brian: Yo bitches, I'm offering to lend a hand.
 * Melanie: Beat it.
 * Brian: That's what I'm offering to do!

 * Ethan's friend: You're not just a pretty face.
 * Justin: No. I got a pretty big cock as well. And I give one hell of a blow job. Right, Ethan?

 * Justin: I guess I better go.
 * Brian: Tell Ian we missed him!

[Episode 304]

 * Melanie: I had that dream again!
 * Lindsay: Mr. Sperm Donor Pageant? Who won this time?
 * Melanie: Guess.

 * John [to Brian]: You still a fag?

 * [Brian walks into the Diner with his nephew]
 * Ted: Hey Bri, got yourself a new boyfriend?
 * Emmett: He's even younger than the last one!

 * Debbie: Who's the cutie?
 * Brian: He's the spawn of Satan and my sister.
 * Debbie: I thought I recognized a family resemblance.

 * Michael: What are you doing with your nephew?
 * Brian: I'm brat-sitting.

 * Emmett: Does this mean you two will be related?
 * Brian: Yeah. Lesbians once removed.

 * Ben: I try not to think about it. Some days I even succeed.
 * Vic: I know what you mean. But then something always happens to remind me. Touch of the flu, someone donating sperm, a lover who dies...

 * Brian: Don't get wound up about it.
 * Michael: I'm half-Italian, half-drag queen; I'm allowed to get worked up!

 * Joan Kinney: This is what happens when you turn your back on the lord.
 * Brian: Fuck the lord... and fuck you.

 * Brian: Where's your wife?
 * Ted: Went home to her mother.

 * Brian: I sincerely hope you find the dream that satisfies your existence. But in the meantime, why don't you have a drink?

[Episode 305]

 * Debbie: When's the last time you voted?
 * Brian: Let's see... that would be the Big Basket contest at Woody's.

 * Brian: May the best self-serving son-of-a-bitch win.

 * Jennifer: Have you registered?
 * Emmett: Yeah, I signed up yesterday.
 * Ted: You did?
 * Emmett: I asked you if you wanted to take strip-aerobics.
 * Ted: I believe Jennifer means to vote.

 * Debbie: Which one of you said hold the mayo?
 * Brian: That would be Mr. Miracle Whipper.

 * Debbie: [to Michael] Don't be so hard on yourself.
 * Brian: I wouldn't mention 'hard on'.
 * Debbie: A lot of people freeze up under pressure, you know, it's called Performance Anxiety, right Brian?
 * Brian: [nods] Never heard of it.

 * Brian: You're still working the streets like any other whore.
 * Ethan: I'm not a whore.
 * Brian: No you're right. They peddle their asses, you're selling your music. You're, forgive the expression, soul.
 * Ethan: What the fuck would you know about forgive the expression, soul?

 * Brian: You should do it.
 * Ethan: So you can get Justin back?
 * Brian: I don't want him. I just hate to see someone holding on to their integrity for no good reason.
 * Ethan: I'd expect you to say something like that. You probably would have played for the Nazi's too.
 * Brian: If it had kept me alive for one day more you're goddamn fucking right I would. All their asking is for you to play their game. If you're smart, you'll figure a way to play it to your advantage.
 * Ethan: I'd rather work the street, thank you.
 * Brian: It's your call. But there's nothing noble about being poor.

 * Justin: What about me?
 * Brian: What about you? You expect him to sacrifice his career for a piece of blonde boy ass? Is that your idea of true love, Sunshine?

[Episode 306]

 * Michael: So there I was stark naked, freezing my tail off, spying on Ben.
 * Brian: Was he plucking his magic twangier?

 * Brian: The nutty professor a juice-pig? I am so turned on... here, feel!

 * Brian: For the life of me I'll never understand why so many gay men want to fuck their bodies up with drugs.

 * Gardner: Brian, take it easy!
 * Jim Stockwell: It's okay. I don't mind the truth. Even if you use it as an assault weapon.

 * Brian: Where'd you get the ring?
 * Justin: Ethan.
 * Brian: How romantic.
 * Justin: Fuck all you'd know about romance.

 * Sunny: [Ted and Emmett's new neighbor] So, where's Mrs. Schmidt?
 * Emmett: That'd be me!

 * Emmett: Back in Hazelhurst, I used to look up at those houses on the hill, you know, where the right people lived. And dream that one day I would live there, too. Now that my dream is finally coming true, I don't want people thinking-
 * Ted: -that we're the fags next door. That's what we're gonna be no matter what you do. If they don't say it to our face, they'll say it behind our backs.

 * [Brian witnesses Ben buying steroids]
 * Brian: You're taking him down with you.
 * Ben: [slams Brian into a locker] I do not need to be lectured by the biggest whore in Pittsburgh, you are fucking lucky you're not positive!

 * Brian: Ben needs more muscles like I need another cock.

 * Sunny: You gays can wear anything! Such beautiful bodies!

 * Emmett: I would give my left tit-- my left arm, for a Cosmo.

 * Deedee: You know, gay people have the same problems that we do.
 * Emmett: Isn't it amazing?

 * Neighbor: I have a cousin who's a lesbian.
 * Neighbor's husband: Big deal. My brother is a tyranny.
 * Neighbor: What's that?
 * Neighbor's husband: Some people are so ignorant aren't they?! A transsexual. Right, guys?
 * Ted and Emmett: Yeah... yeah... that's right. A tyranny.

 * Michael: You can't just go around shoving people and acting all crazy!

 * Ben: You don't understand anything.
 * Michael: Understand what?
 * Ben: What it's like to wake up every morning and remember 'oh yeah, I've got this thing,' because you don't have this thing. You never have to take a mouthful of meds, never knowing when they'll stop working, never knowing when a fucking cough or a fucking sniffle may land you in the hospital, because to you, Michael, it is just a fucking cough or a fucking sniffle! And every time I go to kiss you, or suck you, or fuck you, even when we're protected, even then, there is still this shitty nagging doubt that maybe, just maybe you could get infected!

[Episode 307]

 * Ethan: Look, fans are gonna want to meet me. Women, guys, they're gonna want to talk, to flirt. They're gonna think I'm sexy.

 * Ted [to Brian]: Since when did you give a shit about over-stepping the bounds, you're always the first to cross them!

 * Daphne: [holds up a block of cheese] Smell this.
 * Justin: [smells] Smells like some guys I've gone down on.
 * Daphne: That is the grossest most disgusting thing I've ever heard! Eww!

 * Emmett: We also know that deep down... that you care about us, even though you'd never admit it. Which is why I've--
 * Brian: I've already told Ted there's nothing--
 * Emmett: I know what you've told him. I also know what you think about Teddy and me. That we're just a couple of silly queens setting up house, it'll never work. Well, there's a time when I would have thought exactly the same thing. But miracle of miracles, I have never been happier in my entire life. And you want to know why? Because he gives me love. And respect. And now it is my turn to give him something back. I swore to myself that this wasn't going to wind up an old Lana Turner movie, but it looks like that's the direction it's headed. So I'm going to make Lana proud. Please, Brian. I am begging you. Help him.

 * [Stockwell and Brian have finished up playing Racquetball]
 * Stockwell: Don't you know you're supposed to let the boss win?
 * Brian: Why would I do that?
 * Stockwell: Some people might say it's smart.
 * Brian: Yeah well, some people are stupid. Why would you trust me if I let you win?

 * Ben: What's Vic's new boyfriend like?
 * Michael: They're so alike it's uncanny.
 * Ben: Same interests? Same temperament?
 * Michael: Same disease.

 * [Michael is threatening to stab himself with one of Ben's needles]
 * Ben: Michael, please!
 * Michael: Please what? All it would take is a quick jab in the vein and it'd be over in a flash. Hardly feel a thing and then I'd be just like you.
 * Ben: I don't want you to be like me!
 * Michael: You said you want someone who knows what you're going through. Who wakes up every morning and suddenly remembers 'hey that's right, I've got this thing,' who thinks every time he gets a cold or the flu, 'this is it, this is the end,' who's filled with the resentment and anger 'cause he can never have kids, and who has to shoot himself up with steroids because his lover died, and he's scared shitless he's next and who has to drive away the person he loves and who loves him! Because he doesn't understand! Well, now I will!
 * Ben: No, please don't! For gods sake, stop!
 * Michael: No, you stop! Stop using this shit! Stop hurting yourself. And stop hurting us.

 * Justin: You're a liar!
 * Ethan: I didn't want to hurt you.
 * Justin: That is so laughably, so pathetically lame, I am not even gonna comment on it! Try something else.
 * Ethan: I was- I was covering my ass.
 * Justin: That's better. Go on.
 * Ethan: I was alone. You weren't there.
 * Justin: Now it's my fault.
 * Ethan: That's not what I mean. I missed you.
 * Justin: So, since you couldn't bare to be without me for one fucking night, you decide to pick up some drooling admirer?!
 * Ethan: Basically, yes.
 * Justin: So tell me, Mr. Gold, as a last minute replacement, how'd he do? Did he kneel at your feet and worship your huge talent? Did he marvel at your magnificent fingering, did the way you stroke your bow leave him breathless?
 * Ethan: It was one stupid mistake! Look how many times you forgave Brian!
 * Justin: I NEVER forgave Brian. I didn't have to. Because he never promised me anything. You did.

 * Ethan: I need you. I don't know what I'm going to do without you!
 * Justin: I'm sure you'll survive. After all, you still have your music. It's the only thing you ever really loved.

 * Emmett: Even if worse comes to worse and you have to go to jail, it won't be so bad.
 * Ted: How do you figure that?
 * Emmett: You'll have time to read, and work out. It'll be like a spa vacation.
 * Ted: Oh yeah, I hear the prison guard's do a great herbal body wrap, and the chef's prepare a fabulous light cuisine.
 * Emmett: I'll come to visit and we'll make mad passionate love.
 * Ted: I doubt the state pen allows gay conjugal visits.
 * Emmett: They did in this film I saw.
 * Ted: Which one was that?
 * Emmett: Jeff Striker Does Hard Time.

 * Brian [to Justin]: Do I detest a discordant note in love's tender refrain?

 * [Brian convinces Stockwell to not pursue the case against Ted]
 * Ted: I've been uh, thinking of a way to say this without sounding maudlin, hence incurring your wrath, so I've decided to delete any references to loyalty, friendship, responsibility, and being one's brother's keeper, and go with a simple... thank you.
 * Brian: Who said I was buying you lunch?

 * Debbie: [About Brian] I'll never figure out why he does that.
 * Justin: You mean act like a total shit?
 * Debbie: When it's obvious he just saved Teddy's ass.

 * Ted: God bless the Village People. True visionaries.

 * Emmett [to Ted]: We still have each other. And together, we're going to be just fine.

 * Brian: You're going to be a great dad.
 * Michael: What makes you so sure?
 * Brian: You raised me, didn't you? Look how I turned out.

[Episode 308]

 * Ben: [as Michael goes to throw his shoe at something making noise outside his window] Mikey, save your shoes. That only works on cartoon cats.

 * Ben: How old are you?
 * Hunter: How old do you want me to be?

 * Justin: I can't stop thinking about him. Last night I dream about him again. He somehow learned how to levitate and we were fucking mid-air.
 * Daphne: Wonder what that means.
 * Justin: Probably that I should see a shrink.
 * Daphne: It's only natural that these things take time. You know, you gotta somehow get over it. Move on. Tell yourself 'Ethan's history.'
 * Justin: Who's talking about Ethan? I'm talking about Brian.

 * Justin: I was going to tell you.
 * Brian: When?!
 * Justin: After I got the job.
 * Brian: Ah, you don't have the job until I sign off. And I don't sign off until I ask the potential candidate a few questions, such as, what the fuck are you doing here?

 * Justin [to Brian]: I had no idea that our former relationship was still a problem for you.

 * [at Babylon]
 * Justin: Brian.
 * Brian: The ubiquitous Justin Taylor.
 * Justin: Fancy meeting you here.
 * Brian: Fancy that. Where's your boyfriend?
 * Justin: I don't do boyfriends.
 * Brian: Since when?
 * Justin: Since we broke up.
 * Brian: What happened to the love that was gonna last an eternity?
 * Justin: Eternity's aren't as long as they used to be. Buy you a drink?

 * Debbie: There must be some place you can go, a nice foster family?
 * Ben: Yeah, it's better than the streets.
 * Hunter: Yeah? At least my client's pay to fuck me.

 * Hunter [to Ben]: Who died and made you Superman?

 * Brian: ...but you're young and inexperienced.
 * Justin: What and you're so smart? If you had any fucking brains at all, you'd never would have let me leave! You would have told me I was making the biggest mistake of my life, that I would live to regret it, that what you gave me was worth a thousand... a million times more than anything he had to offer. You would have told me that you loved me. That you would go on loving me even after I was gone.
 * Brian: Is that what you were waiting to hear?
 * Justin: Yes. But as usual you never said it. So it's just as well that I go.
 * Brian: That is so like you! You don't hear what you want, so you leave. Try standing up for yourself for a change. Have some balls!
 * [Justin grabs Brian, kisses him and walks away]

 * Lindsay: I can't understand why people would ever want to leave their house.
 * Emmett: When it's so much safer just to close the door.
 * Lindsay: But if you close the door, nothing will ever happen, will it?
 * Emmett: Well, you'll just sit there in your safe little room for the rest of your life... wondering what might have been.

 * Emmett: I feel like the town slut on prom night... again!

 * Melanie: It's funny, usually when we go to these events it's for my business and Lindsay's there to support me. But tonight, I'm the wife! [walks away]
 * Ted: Yeah... guess I am, too.

 * Justin: I gave it some thought, I've decided you should take me back.
 * Brian: Oh?
 * Justin: Even though I've made a few mistakes. I think you'd be making an even bigger one not to give me a second chance.
 * Brian: I see.
 * Justin: 'Cause now I understand what it is you want of me. And I know what I can expect from you.
 * Brian: You also understand that you'll be required to work long hard hours, sometimes deep into the night?
 * Justin: It'll be a pleasure to work under you... sir.
 * Brian: And you're never to play violin music in my presence again.
 * Justin: I promise.
 * Brian: Good. Well, then. You can start... immediately.

[Episode 309]

 * Emmett: [About Brian and Justin getting back together] Am I seeing what I think I'm seeing?
 * Ben: Yes, you are seeing it, the most historic reunification since Germany.
 * Emmett: What happened to the fiddler?
 * Michael: He fell off the roof.

 * Justin: JT giving Rage a blow job isn't just about sex. It's about thawing his cold heart. It's about bringing him back to life. It's about their love. Their unspoken commitment.
 * Michael: Art imitating life?

 * Debbie: Well if it isn't the man behind the asshole!
 * Michael: Brian's always behind the asshole.

 * Brian: It will all seem like a distant memory except for you, 'cause wherever I go and whoever I'm with I'll always love you.
 * Michael: Bullshit.

 * Lindsay: For someone's who's so intent on defending lesbian motherhood, you're not much of an example.
 * Melanie: What the fuck is that supposed to mean? Straight mother's work full-time and have nannies, what difference does it make?
 * Lindsay: The difference is we have to be a little bit better!

 * [Stockwell is firing Brian because he's gay]
 * Stockwell: Let's just say we no longer bat for the same team.
 * Brian: What team is that? The Pittsburgh Poon Chasers?

 * Trick: Who's he?
 * Brian: Um mm, that's a difficult question to answer given the limitations of the language, conventionality of most people's thinking... let's just say he's the guy I fuck more than once.
 * Justin: Unlike you.

[Episode 310]

 * Justin: A man cannot live on the backroom of Babylon alone.

 * Police officer: What are you boys up to?
 * Brian: We're just looking for a good place to fuck. Know of any?

 * Ben: So... did you see it? What'd it look like?
 * Brian: Did it have your cute little turned up nose, button eyes, and perfectly shaped penis?
 * Michael: You really think so?
 * Ben: Hey.. hey!
 * Michael: It's the size of a peanut... the baby.

 * Debbie: Once upon a Godforsaken time, there was a beautiful princess. She worked her ass off until she popped her kid, and went back to work 3 days later.
 * Brian: That Diana was an inspiration.
 * Debbie: The bottom line is I couldn't afford the luxury of not working. I had to earn a living.
 * Michael: Yeah, but you were 17! Mel's in her thirties, and she's got endo-metri- whatever the fuck it's called and now she's taking on the biggest court case of her life!
 * Brian: Yeah, and don't forget; she's a crazy lesbian!

 * Ben: So I got a call telling me my nephew was in the hospital... which was surprising since I don't have a nephew.
 * Hunter: You do now... Unc.

 * Debbie: Don't pick up any strangers!
 * Brian: Unless they're hot.

 * Justin: You also once told me you wanted me to be the best homosexual I could possibly be, which includes not giving a shit what anyone tells me. Think for myself. Stockwell is a homophobe. He's a fascist, and he's a threat to everything and everyone we know.

 * Ben: [on Hunter's HIV status] There are no words to take away the illusion that every kid is entitled to: his invincibility.

[Episode 311]

 * Justin: This sucks.
 * Brian: And not in a positive life-affirming way!

 * Brian: Stockwell's finally done it. We're just to stay at home and fuck in our beds.
 * Justin: You're the one who helped him turn us into straight law-abiding citizens.

 * Dr. Crystal: They shut down the back room of Babylon, can you believe it? So we're going to my place to fuck.
 * Emmett: That's... nice.

 * Justin: Margarita Lopez.
 * Stockwell: Excuse me?
 * Daphne: Margarita Lopez. Was a transsexual. She was murdered five years ago. Her killers have never been found.
 * Stockwell: The Pittsburgh PD does it's best to solve every crime; however, there is always the occasional-
 * Justin: Jefferson Proctor.
 * Lindsay: Jefferson Proctor. Was a gay African-American. Shot to death half a block from Woody's. Crime unsolved.
 * Justin: Natasha Ginsberg.
 * Melanie: Natasha Ginsberg. Age 61. A lesbian out walking her dog. Stabbed to death. Killers still at large.
 * Justin: Justin Taylor.
 * Jennifer: Justin Taylor. My beautiful gay son. Attacked at his prom, left for dead, police reported it as a simple assault, instead of a hate crime, which it was. His attacker got off with community service.
 * Stockwell: Ladies and gentleman, I want to thank these concerned citizens for reminding me of the violence that threatens and sometimes claims the lives of members of this community; however, the vast majority of violence crimes are solved and the criminals apprehended.
 * Debbie [holds up a poster of Jason Kemp]: What about him? Did you do your best for him?
 * Stockwell: I remember that boy. His murder was tragic, someone so young.
 * Debbie: Then what was his name?
 * Stockwell: I may not recall his name but I do know-
 * Justin: Jason Kemp.
 * Debbie: His name was Jason Kemp. And the reason you don't remember it is because no one on your police force was ever able to find out what it was. But I did! The waitress who found his body in a dumpster behind the diner where I work. Jason Kemp AKA Dumpster Boy! Murder unsolved.

 * Michael: You know we're lucky.
 * Brian: That our hairline hasn't started to recede?
 * Michael: That no matter how much you hated your parents or no matter how much my mom drives me crazy, they never tried to give us away.
 * Brian: Speak for yourself.

 * Brian[to Justin]: When did you get to be such a clever devil?

 * Gardner: That still doesn't explain why Brian would do such a thing.
 * Stockwell: Because he's a fag.

 * Brian[to Stockwell]: What's the matter, haven't you ever seen two guy's fucking before?

 * Gardner: I want to know why you would do such a thing. Sacrifice your future as well as this agency's, for what?
 * Brian: You wouldn't understand.
 * Gardner: Why not?
 * Brian: Because you're straight.

 * Debbie: I brought tuna macaroni. It was your favorite as a kid.
 * Brian: No it wasn't.
 * Debbie: Don't argue with me; you fucking loved it!

 * Justin: I could always make my mother's meatloaf, honey. And we could look at photo's from when we took the kids to Disney world.
 * Brian: I have a better idea.

[Episode 312]

 * Justin: So you're just gonna take it lying down?
 * Brian: That's generally how it's done.

 * Hunter: Can't I just sleep, I was up half the night.
 * Michael: Doing what?
 * Hunter: Listening to you guys, trying to keep it down. 'Shh he'll hear us!' Next time just fuck your brains out, get it over with.
 * Michael: Thanks for the sex tips.

 * Melanie: You certainly are a busy beaver.
 * Emmett: That's a true compliment, Melanie... coming from you.

 * Michael: Hunter... this is Brian.
 * Hunter: Wanna fuck?
 * Brian: Nice to meet you, too.

 * Brian: Twenty of Pittsburgh's hottest horniest hunks... and Debbie.
 * Justin: I know how much she wants to be a gay man but is wise to encourage her?

 * Emmett: Do you have any idea how hard that was for him?
 * Lindsay: I know, I feel so bad for him.
 * Melanie: I don't, he's a fucking drug user.
 * Emmett: That is not true. He tried it once.

 * Melanie: Would you stop being a silly faggot and have some balls for Christ's sake?
 * Emmett: Well, I may be a silly faggot. But do you know something Mel? You're a cunt.

 * Hunter: How 'bout I pay you?
 * Brian: [laughs] You couldn't afford me.

 * Brian: Somewhat bald, somewhat overweight, somewhat middle-aged.
 * Horvath: You just described half the guys on the force.

 * Ted: I felt so good... for once. All those voices that tell me that I'm shit, that I'm nothing, that I'm ugly... were finally gone. I felt so hot, so sexy... the way Brian must feel all the time. Everybody wanted me. And I wanted them. Could fuck a room full of guys and still fuck some more.
 * Emmett: Well, you don't need them now... cause you've got me.

 * Justin: Look at all these old guys...
 * Brian: It's sad, isn't it?
 * Justin: Yeah, some of them are even older than you are. But I guess at their age if they want it, they gotta pay for it.
 * Brian: Another reason to die young.
 * Justin: Or to accept the fact that youth and beauty are fleeting. That time will inevitably leave its mark. And that we should accept our mortality with grace and dignity.

 * Hunter: Look who's here. Come to find me?
 * Brian: Yeah you're all I've been thinking about.
 * Hunter [to Justin]: Fuck off.
 * Justin: Excuse me?
 * Hunter: I said get lost. I saw him first.
 * Justin: Really?

 * Justin: Fucking teenagers... I don't know how anyone puts up with them.[Brian looked at Justin]

[Episode 313]

 * Brian: What do you want?
 * [Hunter looks down]
 * Brian: Besides that.

 * Hunter: So how about expressing your appreciation?
 * Justin: He already has three times with me.
 * Hunter: What do you bother with that for? How much is he charging you?
 * Brian: [looks at Justin] a hundred?
 * Justin: [Justin nods] He refuses to pay though.
 * Hunter: I don't blame him. I wouldn't give you ten bucks.

 * Michael: You fucked a murderer?!
 * Hunter: What's the big deal? I used a condom.
 * Brian: Well, your safe sex lecture paid off.

 * Michael: He already has a boyfriend!
 * Hunter: You do?
 * Brian: In a non-defined, non-conventional way, yeah.

 * Michael: Why do you do it?
 * Hunter: I have low self-esteem, I was serialized at too early an age, it's exciting, fun, and a great way to make non-portable income.
 * Michael: I would like an honest answer, smart-ass!
 * Brian: He just gave you one.

 * Horvath: He retired a year ago... said he was under a lot of pressure.
 * Brian: I'm sure that murdering someone can be very stressful.

 * Brian [to Justin]: If someone had told me what you were up to I would have fired your ass... if I didn't have my dick inside it.

 * Horvath: You were right.
 * Brian: That's my three favorite words after nine inches cut.
 * Debbie: About what?
 * Brian: The cream.
 * Debbie: What did it turn?
 * Horvath: It matches that found in Jason Kemp's rectum.
 * Debbie: For your information I just poured it!

 * Brian [to Kenneth Rickert]: That kid you picked up out front the other night? What a rascal! He must have snatched a condom you used, and, guess what? The police did a little science project and your little swimmers and the ones found in Dumpster Boy's ass are members of the same team. [Raises glass] Bottoms up!

 * Stockwell: I'm sure you've been following the campaign.
 * Brian: No, actually, I've been so busy shopping and blow-drying my hair.

 * Brian: No apologies, no regrets.

 * Emmett: Little Mary Sunshine died. I'm Little Mary Go-Fuck-Yourself.

 * Ted: Let me tell you something, no matter how many fancy parties you give or how much money they give you to give them you'll always be a piece of trash from Hazelhurst, Mississippi.
 * Emmett: I don't need you to tell me that, because I tell myself that every day. But at least I am not a tweaked out FUCKED OUT CRYSTAL QUEEN!

 * Ted: I don't want to be me anymore. I hated that person. For the first time in my life, I am relaxed, I am happy, and I am having FUN!
 * Emmett: You call this fun? This is pathetic.

 * Emmett: I am just a silly faggot.
 * Melanie: No. You stood beside your partner no matter what anyone said. And that makes you a very loyal, very brave faggot.

 * Debbie: You're a good man, Michael.

 * Brian: Leave it to a queen to turn anything into a drama.

 * Justin: I couldn't say 'I'm sorry' to someone who would rather see me dead-- all of us dead-- than be part of his family friendly world.
 * Brian: So you sacrifice everything?
 * Justin: Sometimes you have to for what you believe in.
 * [They kiss]

[Episode 314]

 * Brian: This used to be such a magical kingdom, full of sprites and fairies.
 * Justin: Now it's like watching the Wizard of Oz in reverse.

 * Brian: Cops in the streets, cops in the bars, cops in the clubs... it's fucking depressing.
 * Justin: Unless you're into cops.
 * [They kiss in front of two cops]
 * Debbie: What are you two doing?
 * Brian: What does it look like we're doing... we're cop-ulating!

 * Lindsay: Emmett, sweetie, you can tell me it's none of my business and to butt out, but if Ted wants to destroy himself that's his choice. Don't let him destroy you, too.
 * Emmett: Lindsay, sweetie, it's none of your business. So butt out.

 * Emmett: Tough... that's what my daddy used to say. He even bought me boxing gloves to teach me how to be a man.
 * Melanie: I love boxing.
 * Emmett: Of course you do. I glued rhinestones on them.
 * Melanie: Of course you did.

 * Emmett: Lover... how I used to love that word.

 * Emmett: You're an addict.
 * Ted: I'm not an addict!
 * Emmett: I'm sorry, sweetie, but it's true. That's what you are. And if that's what you wanna be, fine I can't stop you, but I sure as hell am not gonna join you.

 * Debbie: It ain't over until the... slightly-overweight-but-still-working-on-it lady sings.

 * [Brian asks Emmett to dance]
 * Emmett: You know, we've never done this before.
 * Brian: It's a shame. We'd make such a lovely couple. We're both... tall.

 * Brian: You also need to move on.
 * Emmett: I have.
 * Brian: And forget about him. He's dead.
 * Emmett: He's not dead.
 * Brian: Well, he will be, soon enough. But that's his problem... keep dancing.
 * Emmett: I don't know how you do it.
 * Brian: It's easy. Just put one foot in front of the other.
 * Emmett: I mean be so heartless.
 * Brian: Well, it takes a little practice but eventually you get the knack.
 * Emmett: Well, I could never be like that.
 * Brian: Sure you could... [Emmett starts walking away] Then go back to him, show him how much you care... and let him kill you, too.

 * Justin: Brian! Why are you getting rid of your naked guy painting?

 * Justin: I can't believe you did this. It's so...
 * Brian: Noble?
 * Justin: Out of character. What made you do it?
 * Brian: Some asshole told me that if you believe in something strongly enough, you have to be willing to sacrifice everything.

 * Debbie: This establishment reserves the right to refuse service to anyone. And that includes anyone who has not performed the single most important act expected of each and every American?
 * Brian: Anal sex?

 * Michael: Hey what's the line for?
 * Man: To vote.
 * Brian: Oh, I thought they were handing out free poppers.
 * Man: In case you haven't heard, there's an election.
 * Brian: No shit. Who's running?

 * Blake: Ted?
 * Ted: Blake?

 * Ted: I uh... got myself into a little trouble.
 * Blake: It's okay. You don't need to explain... Listen um, I'm going to group. Do you want to come with me?
 * Ted: Well, you know, I did sign up for the Badminton tournament.
 * Blake: You're still funny.
 * Ted: Yeah... [they walk] Last time I saw you was...
 * Blake: When you brought me here.
 * Ted: Now you're back.
 * Blake: You could say that.
 * Ted: Guess it isn't easy getting off this...
 * Blake: You'll do it. [they walk into the group room and sit down] Well, let's get started. My name is Blake and I'm your counselor.

 * Lindsay: You know what this reminds me of? Homecoming queen.
 * Brian: There was a lot riding on that election as well.
 * Lindsay: Waiting all night for the votes to be counted. Fortunately, I won.
 * Emmett: You too?

 * Vic: Not to resort to trite musical theater references at the 11th hour, but I've been through Nixon, Reagan, two Bush's, and I'm still here. And kiddies, if I can survive all that and more, we'll survive this, too.
 * Justin: [toasts] the abominable spirit of queers everywhere.

 * Debbie: We may have been the last vote to be counted, but we're the vote that counted the most!

 * Debbie: A word of advice, my sweet Emmett. Mourn the losses, because they're many; but celebrate the victories, because they're few.

 * Brian: My God, do you have no respect for authority? The law?
 * Michael: I had to do something.
 * Brian: So you risked it all? Mikey you are so-
 * Michael: Pathetic, I know.

 * Brian: I've lived with a mother; it's a fate worse than birth.

 * Justin: Jesus Christ, Brian. Now you don't even have a car.
 * Brian: Yeah, I guess I've lost everything.
 * Justin: [Puts his arm around Brian] Not everything.

[Episode 401]

 * Brian: Shit. It's that time of the month again.
 * Justin: When your little friend comes to visit?

 * Justin: I thought we were partners.
 * Brian: We are.

 * Justin [to Brian]: You may be a Pauper but you drink like a Prince.

 * Debbie: It's been three days! Three fucking days and not one fucking word! … except for this strange cryptic message 'Don't worry, Ma. I'm all right.'
 * Justin: Doesn't sound strange or cryptic to me.

 * Debbie: It's the first time since Michael's learned how to pick up a phone that we haven't talked three times a day.
 * Justin: Three?
 * Brian: I know... it explains so much.

 * Michael [to Hunter]: Listen to me, you little asshole! I risked EVERYTHING for you! Now you're gonna do what I tell you, we are gonna go back and fight and then we're gonna try and turn you into a normal human being, which at the moment, flapping my arms and flying to the moon seems like a better bet... move it!

 * [Michael brings back Brian his car]
 * Brian: It's like that time in 7th grade when I lean you my brand new 10-speed and you brought it back... the front fender was crushed, my seat was torn-
 * Michael: I was hit by a bus!

 * Emmett: I'd rather stay here, get shit-faced.
 * Brian: You've passed shit-faced about 10 miles back.

 * Justin: Mom.
 * Jennifer: Hi honey.
 * Brian: Hi honey.

 * [Brian is selling his loft]
 * Justin: It's more than that... it's where we made love for the first time.
 * Brian: That wasn't love. I just gave you a rim job and fucked your brains out.
 * Justin: It was love to me.

 * Vic: We met at a fairy gathering.
 * Emmett: The Tony Awards?

 * Emmett: You're not gonna get better sitting on the sofa. So why don't you take your sardonic wit, and your superior 'I'm not like all those other losers' attitude and get your ass back there.
 * Ted: So they can fix me? It's too late. I'm beyond repair. I have nothing. No future, no friends, no job, no lover. What's the point? Might as well be dead.
 * Emmett: Then do it. Go on. Kill yourself. You'd be doing us all a favor. Only don't be a man about it. Be a Queen.

 * Justin: Now you and half of gay Pittsburgh can sleep soundly in your bed tonight knowing the loft is still yours.
 * Brian: Half of gay Pittsburgh can sleep soundly in their own beds. [kisses Justin]

[Episode 402]

 * Darren: Better not be a parakeet in there, Jane.
 * Justin: Huh?
 * Darren: Obviously you're not up on your gay film history.

 * Darren: I keep hoping that when they catch my bashes they'll sentence them for life in prison and they'll get fucked nightly by prisoner's with AIDS.
 * Justin: That's gruesome.
 * Darren: It doesn't cost anything to dream.

 * Darren: I can't stop thinking about it. I see their faces, their boot's smashing into me. I even hugged this one guy's foot to my stomach, hoping it'd stop him from kicking me... it didn't.
 * Justin: If you're still holding onto that boot than you're still on the ground taking it.

 * Debbie: Are you ready to find your inner fairy?
 * Emmett: When I do I just hope he looks more like Tinkerbell than Captain Hook.

 * Fairy: I'm Piston.
 * Fairy 2: I'm Wolfen.
 * Michael: I'm... Dumpling.

 * Debbie: There's nothing more terrifying than a blood-thirsty drag queen.

 * Brian: What you've accomplished is an amazing achievement. To sink so low. To hit bottom with such a resounding thud.
 * Ted: You know, you should be a guest motivational speaker in rehab.

 * [Ben and Hunter walk into the gym]
 * Brian: It's Batman and the new Robin!
 * Ben: Better not tell the old Robin that.
 * Hunter [to Brian]: Wanna hook up in the steam room?

 * Brian [mockingly]: I should be so lucky to have HIV, then I too can go play volleyball with my shirtless hunky buds.

 * [Justin is angry that Darren isn't going to identify his attackers]
 * Brian: You want to get even? I'll tell you how to get even. Become the biggest fucking success you can possibly be.

 * Brian: Nothing pisses off a straight guy more than a successful fag.

 * [Ted is about to throw out his computer]
 * Blake: You sure you want to trash that?
 * Ted: Hook ups, porn sites, not to mention endless emails about how to increase my dick size.
 * Blake: I don't recall that being one of your short-comings.

 * Ben: Maybe next year we all should go [to the fairy gathering]... Brian how 'bout you?
 * Brian: I'd rather have my tongue super-glued to a lesbian's twat.

 * Cody: [To Justin] Well, if it isn't Meg Ryan...

[Episode 403]

 * Emmett: So I've been going to the gym religiously.
 * Brian: Is that why you've been kneeling in the steam room?

 * Daphne: Can I join?
 * Cody: It's only for queers.
 * Daphne: I thought keeping the streets safe was everyone's concern... well, I guess I'll grab a straight soda and head to my straight room and study my straight studies.

 * Brian [to Justin]: Take it easy, Timberlake.

 * Ted: As much as I'd like to OD on chocolate-
 * Michael: For a change... I mean...

 * Vic: I was always good at numbers... especially cute one's.

 * Vic: Do you think Rage could help me?
 * Hunter: There's somebody you want brought back to life with a blow job?
 * Vic: Me!

 * Dean [to Michael about Ted]: There's a lot of things that he's ashamed of. And when he sees you he's reminded of them. You're a reflection of the things he wants to forget.

 * Brian [to Justin]: How about taking the night off? Even Rage and God get a day of rest.

 * Brian [to Emmett]: Save your diva routine for your world tour.

 * Brian [about Ted]: Well, guess what? Like Jesus and Liza and Judy, he's making a comeback.

[Episode 404]

 * [Brian and Justin walk into Kinetic]
 * Justin: Last time I was here it was No Towel's Night.
 * Brian: A hundred guys must have touched my stiffy.
 * Justin: Mr. Popular. And I'm the only one you fucked.

 * Brian: What do you say we christen my new office? I have 15 minutes before I have to approve ad copy.
 * Justin: Always the romantic.

 * Michael: From now on there will be no lewd comments, no more sexual innuendo.
 * Hunter: So much for conversation.

 * Ben: I thought the gay gene provided us all with an innate ability to re-decorate, accessorize, and arrange flowers.
 * Michael: I think mine's recessive.

 * Justin: What's the matter? Are you scared?
 * Brian: [Laughing] Yeah, I'm incapacitated with fear...

 * Cody: Mind if I ask you a question, Pastor?
 * Pastor: Please.
 * Cody: This book, you have to believe all of it, not just some of it, right?
 * Pastor: That's right.
 * Cody: So, do you like shrimp?
 * Pastor: Well, as a matter of fact I do.
 * Cody: Because in Leviticus, a few scriptures before that man lying with man is an abomination one, it also says it's an abomination to eat shellfish, and shrimp are shellfish, right?
 * Pastor: What's your point, young man?
 * Cody: I believe the point is, if you can eat shrimp, we can eat cock.
 * Pastor: Son, you need the Lord. You need to accept Jesus.
 * Cody: Oh, I accept Jesus. It's assholes like you, I have a problem with.

 * [Ted is sharing at AA]
 * Ted: I'm Ted, I'm a crystal meth addict.
 * Everyone: Hi Ted.
 * Ted: This is my sixth week of recovery. Uh, I guess it all started about a year ago or so, I was struggling with feelings of worthlessness and depression, no longer had the will to go on. So in a moment of despair I decided to try what-
 * Brian: Come on. I need you.
 * Ted: Jesus, Brian, can't you see I'm sharing?
 * Brian: [looks around at the group] It's nothing you haven't heard before. Did drugs, fucked around, hit bottom, regrets it deeply... Let's go.

 * Brian: You were fucking amazing.
 * Ted: Yeah, I was pretty good, wasn't I?
 * Brian: The way you were going at it... there was no stopping you.

 * Hunter: You guys don't have to whisper, I have 20/20 hearing.

 * Brian [to Ted]: That was a lovely testimony... it was worthy of AA... Accountants' Anonymous.

[Episode 405]

 * Brian: I could think of so many more interesting things to do with my right hand.

 * Justin: Sounds like you have no shortage of targets.
 * Cody: I bet you have a few, too.

 * [Discussing the latest issue of Rage]
 * Debbie: Gratuitous man-sex is one thing, personally I don't mind it...
 * Michael: We know.
 * Debbie: But gratuitous violence, that's another story.
 * Ben: Actually, I don't consider it gratuitous. In fact, I'd argue that disturbing as these images may be, they are a legitimate expression of every gay man's outrage of being victimized and therefore can be justified as a passionate and uncompromising work of art.

 * Emmett: Careful Brian, you're dripping. I don't want any stains on the sofa.
 * Brian: Oh! Not yet anyway.

 * Brian: [To Michael] You wanna bite? And you can have some of my sandwich too...

 * Michael: I told Ben a lie. A big fat lie.
 * Brian: Okay... who'd you fuck?
 * Michael: No one.
 * Brian: Oh. Then make it quick.
 * Michael: I finished his book three days ago... but I told him I'm still reading it.
 * Brian: That's it? That's the big fat... no. A big fat lie is I won't cum in your mouth.
 * Emmett: Just don't cum on the sofa!

 * Brian: You're not running around the streets with a concealed weapon!
 * Justin: I told you-
 * Brian: -it's necessary, so that you and Cody can be the gay avengers?! Heroes of the resistance? Martyrs to the cause?
 * Justin: We're trying to stop violence before it happens!
 * Brian: By starting it?

 * Brian: I have no practical skills whatsoever in talking lesbians out of trees.

 * Brian: Gonna lie there sharpening your claws and feeling sorry for yourself or you gonna get your ass out of bed?
 * Melanie: Jesus, Brian, you could at least knock.
 * Brian: If I would have knocked you'd have told me to fuck off.
 * Melanie: Fuck off.
 * Brian: Too late! Now then. Show me on the doll where the bad man touched you.

 * Ben: Whatcha reading pal?
 * Hunter: Catcher in the fucking Rye. Ever hear of it?
 * Ben: Variation thereof. What do you think?
 * Hunter: I think Holden Caufield's a fag.
 * Ben: Hmm. How do you figure that?
 * Hunter: Catcher is a bottom right?
 * Ben: I am going to call the Dean of Carnegie Mellon tomorrow to see if there's a position in the Lit department.

 * Brian: Say somebody bashes you, nearly kills you. Does that give you the right to go out and do the same?
 * Ben: Of course not.
 * Brian: Why?
 * Michael: 'Cause two wrongs don't make a right.
 * Ben: Besides, there are laws.
 * Brian: But what if the law failed to protect you? What if the law doesn't give a shit? Then what?
 * Michael: Then I guess you'd have to take the law into your own hands.
 * Ben: No no no... violence is never a moral option.
 * Brian: But doing nothing... letting someone bash your brains in, it is?... Thus, the conscience does make cowards of us all.

 * Daphne [to Brian]: Mind if you hit on me later? I have to talk to you.

 * Emmett: There's only so much fucking your brains out one can do.
 * Debbie: … you have a temperature, honey?

 * Debbie: How was your last trick?
 * Emmett: Big dick... teeny brain.
 * Debbie: The best kind!

 * Justin: I want you to apologize.
 * Chris Hobbs: For what?
 * Justin: For bashing me, for causing me brain damage and permanent injury, for giving me nightmares every night for two years, for filling me with fear every time I walk out the door, for treating me like a sub-human who doesn't deserve to live.
 * Chris Hobbs: That's what you are, Taylor.

 * Justin [to Chris Hobbs]: Now you know what it feels like... the fear that all faggots feel all their lives, walking down the street holding hands, because of asshole's like you! And you know what? We're tired of it.
 * Cody: Do it... do it! What the fuck are you doing, you can't stop now.
 * Justin: Get up. Go inside. And I wouldn't call the police. You wouldn't want to tell them some faggots made you shit your pants.
 * Cody: You coward! You let him get away! You had him! You could have had him but you were too chicken-shit. You're like all the other faggots. You're too afraid. You're all cowards and they know it. You could have ended it. Faggot! You are no different than the rest of them! You deserve what you get! [Cody continues to yell as Justin walks away]

[Episode 406]

 * [Emmett and Debbie move in together]
 * Emmett: Now she's living in sin.
 * Debbie: Or right across the hall from it.

 * Michael [to Debbie]: Remember what you always told me? Blood is thicker than marinara sauce.

 * Brian: Are these rates firm?
 * Cynthia: As my abs... I bought one of those machines.

 * Emmett: It's very admirable, Ted, admitting your mistakes. Everyone forgive you?
 * Ted: So far.
 * Emmett: Must make you feel better.
 * Ted: Can't tell you how relieved I am.
 * Emmett: Good for you. But what's reading this letter gonna do for me? Hmm? Will it take away all the damage that's been done? All the pain that's been inflicted? Will it make up for my feeling inadequate and helpless? Or erase all those memories of you descending into your addiction while you tried to drag me down with you? Sorry, Teddy. You'll just have to get your feel-good fix from someone else.

 * Michael [to Ben]: Come on, stay and watch for a few minutes. I'll sit on your lap.

 * Brian: You know the problem with our extra-circular one fuck only policy?
 * Justin: Is it that after a while you start asking yourself... am I doing this because I want to do it or because I need to do it? And if I need to do it, is it to prove to myself I'm still young and attractive? Or 'cause I think I'm unworthy of being loved?
 * Brian: Or maybe it's because I've had every unshockable guy in this city.

 * Lindsay: If I wasn't already a dyke, he'd have me diving for the nearest muff.
 * Melanie: And it's right here, baby.

 * Blake [to Emmett]: He's not asking for your forgiveness. He's asking you to acknowledge his pain for having hurt you. After that it's up to him to forgive himself.

 * Justin: A man that got away, huh?
 * Brian: And I was halfway up his ass.
 * Justin: He must have heard that nasty rumor... you know, the one about you having crabs.
 * Brian: [scoffs] I wonder how that happened.

 * Lindsay: I thought you should know, I'm happily married.
 * Sam: Yeah, who's the lucky guy?
 * Lindsay: He's not a guy, he's a woman.
 * Sam: All the better. Call her. We'll have a three-way.
 * [Lindsay punches Sam]

 * Michael: Uncle Vic is gone. He passed away.

 * Hunter: I thought the meds were supposed to keep you alive? Not kill you.
 * Ben: Doesn't always work that way.

 * Brian: Vic was on his death bed four years ago. All this was gravy. We knew that.
 * Debbie: What did you say?
 * Brian: Going this way... could have been a lot worse. If you ask me he was fucking lucky.
 * Debbie: [slaps Brian] Nobody fucking asked you. And who the fuck are you to decide how long he should have lived?
 * Brian: The truth hurts.
 * Debbie: Get this shithead out of my house.

 * Justin: I can't believe you're thinking about sex at a time like this.
 * Brian: At a time like this it's exactly when you should be thinking about it.

 * Trick [to Brian]: I just thought you should know you have a lump on your left testicle. If I were you, I'd have it checked out. Sooner the better.

[Episode 407]

 * Brian: Sometimes you feel like a nut, sometimes you don't.

 * Michael: My Uncle Vic was the first person I ever told I was gay. He laughed and said, "thank god, now your grandmother will have someone Else's soul to pray for."

 * Michael: What the hell are you doing?
 * Hunter: Smoking your hidden joint, what does it look like?

 * Ben: Michael, we can't tell him not to do drugs if we do it ourselves.
 * Michael: Of course we can! That's what parenting is all about.

 * Brian: In bed.
 * Justin: Hmm?
 * Brian: You're supposed to add "in bed" to the end of every fortune.
 * Justin: I was thinking... on the floor.

 * Debbie: I can't tell if these branches are tops or bottoms.
 * Emmett: You gotta ask another tree about that one.

 * Lindsay: Gus has been saying Dada all day.
 * Brian: So he's developed a sudden interest in German Surrealism.

 * Lindsay: Isn't he a little young for James Dean?
 * Brian: Well, you don't want him to watch Teletubbies, do you? It might make him gay.

 * Ben [about Hunter]: He's the one who is 16, who's positive, who is dealing with an HIV-related death for the first time. Try to imagine how terrifying that must be. So, if he's acting out right now it's because he's scared shirtless.
 * Michael: I'm sorry. I didn't even think about it.
 * Ben: Why should you? You don't have it.

 * [Brian has been acting uninterested in sex with Justin.]
 * Justin: He's never turned me down before.
 * Emmett: I have to admit, that doesn't sound like the Brian Kinney we all know and... feel ambivalent about.

 * Emmett: I've always been such a silly slut for that accent. One "cheerio" and my legs are up pointing north!

 * Emmett: There was a part of me that didn't want you to recover... wanted you to be in pain. Felt like you deserved it. Pretty runty, huh?
 * Ted: Not really. Felt the same way myself.

 * Michael: They [Hunter and Ben] could die just like him and I'd be the one left to pack up their stuff and turn out the lights.
 * Brian: Just because they're positive doesn't mean they're gonna be the first to go. Hell, it could be you. You could step out in the street, get hit by a Mercedes compressor. So much classier than a bus. Go down to the post office to buy a stamp, get blown away by a disgruntled postal worker. In case you haven't noticed these days, they're all disgruntled.
 * Michael: I just get scared of the thought of being alone.
 * Brian: That's how we all came in. That's how we're all going out.

 * Justin: You go do whatever you have to do for whatever reason you have to do it. I just want you to know I love you. And I'll be here when you get back.

 * Darren: Is it true that gentleman prefer blondes?
 * Justin: I don't know about gentleman, but dirty old men sure do.
 * Darren: Even better!

[Episode 408]

 * Michael: It means I get to sit around a dressing room with a bunch of ladies parading around in their girdles and bras, telling her which outfit looks best.
 * Ben: Judging from TV, I thought that's one of the few things we queers were good for.

 * Justin [to Brian]: How was your trip?
 * Melanie: Weather sucked.
 * Ted: But so did the men.

 * Brian: By the way... I missed you.

 * Michael: I thought straight actor's didn't take gay roles?

 * Ted: You can't turn yourself into a failure to make your relationship a success.

[Episode 409]

 * Brian: If some asshole named Vic Grassi calls from Hell, you can tell him I'm in a meeting.

 * Michael: Holy shoot! Did you check out the dick on this kid?!
 * Melanie: Or not.
 * Lindsay: That's the umbilical cord!

 * Melanie: Something tells me a princess is on the way.
 * Michael: Well it's okay with me if he's gay.

 * Michael: Is it a class for lesbian mothers? I won't shave my legs, no one will notice.

 * Michael: Hey, where have you been? I need those panels so I can come up with some dialogue for the evil anal probes.
 * Justin: How about up your ass?

 * Brian: It's "the big C," Ted.
 * Ted: Cocaine?
 * Brian: It's bigger.
 * Ted: Crystal?
 * Brian: Bigger.
 * Ted: Caffeine?
 * Brian: It's cancer, Theodore.
 * Ted: C-c-ca...

 * Michael: You can't open someone Else's mail. It's a federal offense!
 * Hunter: I can see it now... I'm on death row waiting lethal injection. This mass murderer who killed 48 babies and ate them asks me what I'm being executed for. I say, "opening Ben's letter."

 * Debbie: Am I interrupting?
 * Horvath: Just about to devour my man-wich.
 * Debbie: In my neighborhood that's three guys fucking.

 * Sam: You flatter me, my dear. By at least a couple inches.

 * Michael: Jesus, what happened to you?
 * Brian: Chernobyl.

 * Michael: You think you can kick me out of here the way you did Justin? And for what? Trying not to let on that he knew? Because that's the way you wanted it. He deserves to know. He's your lover. Your partner, whether you want to admit it or not. And sick or not, that's a fucking shitty way to treat him!
 * Brian: I was only trying to make it easier.
 * Michael: By never seeing him again?
 * Brian: He would have left sooner or later anyway, might as well be sooner!

 * Man: Hey Drew, where'd you get those caterers?
 * Drew: Looks like a couple flamers to me.
 * Emmett: [walks up to Drew] Excuse me, Mr. Boyd? I hope I'm not out of place for saying this, actually I don't give a fuck if I am. Back in Hazelhurst, Mississippi where I grew up, I was always taught that if a real man has something to say about someone, he says it to his face, not behind his back. So even though you may be a star, you know, captain of the team, a hero to millions, you still have a lot to learn about being a man.

 * Emmett: Dating in this place just means you sucked some guy's dick and went out for coffee.

 * Emmett: Which one are you?
 * Drew: Number 7.
 * Emmett: Very graceful... in a rugged, manly way.

 * Emmett [to Drew]: I don't see much difference in how you play your game on Sunday afternoons and how I play my game on Saturday nights.

 * Brian: I thought I told you to get out.
 * Justin: I guess I didn't hear; you tend to mumble a lot.

 * Brian: Listen to me, you little shit. I don't. Want. You here.
 * Justin: I don't care what you want. You're not getting rid of me.
 * [Brian tries to pull Justin out. Justin shoves Brian, who falls.]
 * Justin: Shit. Are you all right? Tell me you're all right!
 * Brian: I'm all right!
 * Justin: You're not all right!
 * Brian: [Shouting] Then what the hell are you asking me for?
 * Justin: [Shouting] So I can tell you what a motherfucking piece of shit you are for not telling me, for shutting me out, for thinking that you could handle this on your own and most of all for thinking that I would leave you! Why would you think that? 'Cause you had a ball removed? 'Cause you're no longer perfect? Well, believe me, Mr Kinney, that is the least of your imperfections. And if I wanted to leave you, I've had better reasons, plenty of them!
 * Brian: Maybe you should have.
 * Justin: Yeah, maybe you're right. But I thought we had a commitment, and I plan to stand by it. Now get your ass back in bed, you son of a bitch!... And eat some fucking chicken soup!

[Episode 410]

 * Drew: Why would anyone think I'm a fag?
 * Emmett: Maybe because you had your dick up my ass?

 * Ted: After all, I am a gay man and sex is our national past-time.

 * Brian: I see your point.
 * Debbie: Yeah, so why didn't you see it then?
 * Brian: Maybe because I didn't know that I had cancer then.

 * Brian: Will it make me small?
 * Justin: I'm hoping that it will make you large. Very very large.

 * Brian: All I want to do is dig a hole and crawl in. Only I'm too busy vomiting.

 * Debbie [praying]: Brian Kinney. No doubt you've heard of him. He wouldn't like you telling me this but the biggest organ he's got is his heart. So please God, make him well.

 * Emmett: You know, I absolutely hate when you do that.
 * Ted: Do what?
 * Emmett: Start to say something and then say "never mind." Then I have to spend the next ten minutes begging you to tell me what it is.
 * Ted: I never knew it irritated you that much. Why didn't you tell me?
 * Emmett: Well what good would it do? You'd just get hurt and sulk.
 * Ted: I do not sulk.
 * Emmett: And then I have to spend another ten minutes convincing you that I love you and begging you to forgive me, which you finally would, so would you please just tell me what the fuck it is so we don't have to go through the entire song and dance.
 * Ted: I forgot what it is I wasn't going to tell you.

 * Brian: You think God gave me cancer to punish me?
 * Joan Kinney: It's not too late. You can still change. I know you can.
 * Brian: I can?
 * Joan: Well, it won't be easy. You'll have to fight temptation. Be strong. Harden yourself.
 * Brian: I wanna be hard, Mom. You have no idea how much I want to be hard. Oh, Lord, make me hard so that I can fuck every hot guy I see! That's why God gave me a second chance, Mom, so that I can use the one ball I have left!
 * Joan: Shame! Shame on you!
 * Brian: If I have to spend an eternity of eternities burning in hell, it's better than spending one good day in heaven with you!

 * Brian [to Justin]: Let's just say that God gave me a second chance. I don't want to blow it. But you feel free to.

[Episode 411]

 * Brian [about Drew]: I don't know if he's going to sell any underwear but he sure as hell is going to sell a lot of Kleenex.

 * Lindsay: Did I happen to mention lest we forget that I'm a lesbian?
 * Sam: And did I mention that you sure don't fuck like one?

 * Lindsay: My house has many rooms; I occupy but a few. The rest go uninvited.

 * Brian [to Lindsay]: You're the last person I ever thought I'd discuss dick with.

 * Brian: It's okay to like cock. And it's okay to like pussy. Just not at the same time.

 * Michael: [Hunter comes into the Comic book store] Well, look who it is! Come to shoot the breeze, a heart to heart, spend a little quality time with your dashing young dad?
 * Hunter: I need 20 bucks.
 * Michael: I knew it. What do you want it for?
 * Hunter: My upwardly mobile lifestyle; being a teenager's expensive.
 * Michael: Well, you should have thought of that before you became one.

 * Debbie: I've always had a soft spot for men in uniform.
 * Emmett: And I've always had a hard spot.

 * Emmett: Can you believe I've never been to a football game?
 * Ted: Easily.

 * Ben: I wish I had a boyfriend when I was your age.
 * Michael: All those missed blow jobs.

 * Michael: [About Hunter's boyfriend] We're very open minded. Doesn't matter if he has tattoos, body piercings... He doesn't, does he?

 * Hunter: Look, I don't have a boyfriend, okay?
 * Michael: What do you mean, you told me...
 * Hunter: I told you I had a friend. I didn't say it was a boy.

 * [about Hunter dating a girl]
 * Michael: Do you think maybe it's just a phase? Maybe he hasn't met the right boy.

 * Ted: That's impossible, he's straight!
 * Emmett: Tell my ass that.

 * Melanie: You don't have to tell me, I know. You don't live with someone for nine years and not know.

 * Lindsay: I still choose you.
 * Melanie: That's a very convincing testimony. I'm not so sure that I still choose you.

[Episode 412]

 * Doctor: How does that feel?
 * Brian: It'd be a lot better with poppers.
 * Doctor: Try to describe the sensation.
 * Brian: It feels like someone is rotating my artificial ball.

 * Doctor: You've put on some weight.
 * Brian: I realize to you that's a good thing. To me it's a disaster.

 * Brian: How long can I resume a normal life? Doing recreational drugs and consuming vast amounts of alcohol, going to the gym.
 * Doctor: I don't have any problem with some light stretching and mild cardio.
 * Brian: Doc, I'm a fag. I don't go to the gym to be healthy, I go there to look good.

 * Melanie: I know which team I play on. It's not a choice or a preference, it's who I am. It's who I've always been. A rug-puncher, a muff diver, a cunt slapper, a bull, a Lizzie, a dyke.
 * Lindsay: What do you think I am?
 * Melanie: Don't ask me to make up your mind for you. You have to do that all by yourself.
 * Lindsay: I'm a lesbian.
 * Melanie: Not if you're having sex with a man, honey.

 * Justin: Brian's doctor cautioned him to take it easy.
 * Ted: What like getting laid 3 times instead of 4?
 * Justin: More like 7 instead of 9.

 * Emmett: So what brings you to Queersville?
 * Drew: My game's been shit.
 * Emmett: Talk to your coach.
 * Drew: I can't sleep.
 * Emmett: Take a Xanax.
 * Drew: I'm drinking too much.
 * Emmett: Buy more beer nuts.
 * Drew: I miss you.

 * Drew: I thought you love when I fuck you.
 * Emmett: I do love when you fuck me. This isn't the Atkins Diet. Man can't live on meat alone. At least this man can't.

 * Brian: Of all the times we fucked, and by now I'd say we are well into the quadruple digits, that has to be in the top five.

 * Debbie: Well, there is an alternative to going out in a blaze of glory, and that's giving 'em all the big "fuck you."

 * Debbie: Vic fought like a son-of-a-bitch. Every time a new infection hit or some new med made him feel worse than what it was supposed to be curing, he would dig down into some unfathomable place in himself and say "I'm not giving up yet, so fuck off."

 * Emmett [to Drew]: I've been beaten up, cursed at, spit at, from day one. Which in a way was worth it. Because I never had to live a lie. And I'm not about to start now. Not for you. Not for anyone.

 * Hunter: No one's ever gonna love me.
 * Ben: That's not true. We love you. Whether you're positive or not. Whether you're gay or not.
 * Michael: And others will too.

[Episode 413]

 * Justin [to Brian]: I have to hand it to you. Your perseverance is surpassed only by your narcissism.

 * Ben: I'd say we're in great shape for the ride, wouldn't you?
 * Michael: Provided my ass holds out.
 * Ben: I've never known it to fail.
 * Michael: You've never ridden it for 300 miles.

 * Horvath: I need someone in my life who will make me laugh, make me feel good.
 * Michael: I'm already taken, Carl.

 * Debbie: So you wanted to tell me something? Go ahead I'm all ears.
 * Carl: Debbie, honey...
 * Debbie: Fuck! I need ear muffs! It's supposed be as colder than a witch's tit in Canada!

 * Ben: Gears lubed up, seat nice and tight.
 * Hunter: I'm gonna ride it, not fuck it.

 * Ted [talking about his cat]: Now she's hiding in the closet.
 * Emmett: She'll come out in her own time, just like the rest of us.

 * Lindsay: How many times can someone reject you before you just give up?

 * Debbie: How many times in your life do you get an engagement ring?
 * Man: Elizabeth Taylor, 8 times, twice from Richard Burton. Jennifer Lopez, 3, Julia Roberts, 4.

 * Debbie: When a man gives you a ring it's special, it's meaningful.
 * Michael: Well, I wouldn't know.
 * Ben: Then maybe it's time you found out.
 * Michael: Found out what?
 * Ben: Michael Novotny. You are the man I've been looking for all my life. I am so very blessed to have found you. Which is why I'm asking you to due me the honor [takes out a ring] of accepting my hand in marriage. We're going to Toronto, where gay marriage is not only accepted, it's legal. And like you said, that's what two people do when they love each other, right?
 * Michael: I don't know what to say.
 * Ben: Yes would be good...

 * [On Church Street]
 * Michael: You're probably going to think I'm crazy but you know what this street reminds me of?
 * Everyone: Liberty Avenue.

 * Brian: Since when did you ever have the least interest in getting married?
 * Michael: I didn't! But not because I didn't want to. But because I never thought I could. It wasn't a story I told myself like straight kids did, you know, that someday I'd meet that special person and we'd fall in love and have a big wedding... it was never real for me.

 * Brian: We're queer. We don't need marriage, we don't need a sanction of dickless politicians and pederast priests. We fuck who we want to, when we want to. That is our god-given right.
 * Michael: But it's also our god-given right to have everything that straight people have. Because we're every bit as much human as they are.

 * Justice of the Peace: And do you Ben promise to love, respect, and cherish Michael and be his true and faithful husband?
 * Hunter: Say 'I do,' dude.
 * Ben: I do.

 * Ted: Anyway, it's not just for Michael and Ben. If things had been different, maybe -
 * Emmett: No point in beating yourself up, Teddy. We're still friends, aren't we? Which means we'll be together a lot longer than most marriages.

 * Debbie: Shit, I just called you boys. You're married men now.

[Episode 414]

 * Lindsay: At least that's one good thing about not being allowed to marry.
 * Melanie: Not having to get a divorce.

 * Brian: Oh, come on officer, they're just a couple of crazy kids who fell in love and got hitched. Give 'em a break.

 * Officer: Did you bring any fruit into the country?
 * Debbie: Yeah, 250 of 'em. On bicycles.

 * Officer: Ma'am? Do you like smoked salmon?
 * Debbie: What does that have to do with anything?
 * Officer: Because of you don't shut up, you're going to spend the rest of your life in Nova Scotia.

 * Brian: Never should have had that second piece of wedding cake. But when the love of your life marries somebody else what choice do you have but to drown yourself in buttercream filling?

 * Brian: Fuck the doctors and fuck the nay-Sayers. I'm still young. I'm still g-g-g-gorgeous! I'm still hot.
 * Michael: You know it!

 * Doctor: It looks like you've broken your clavicle.
 * Brian: And it hurts like a motherfucker.
 * Michael: They'll teach you to cruise guys no-handed.
 * Doctor: Good news is it seems like it's a clean break, so it'll mend well.
 * Brian: Did I mention that it hurts like a mother fucker?
 * Michael: Is he gonna have to wear a cast?
 * Doctor: Because of the way he injured himself, all he can do is rest.
 * Brian: I'm sure I mentioned that it hurts like a motherfucker.
 * Doctor: (exasperated) We will give you some Vicodin for that.
 * Brian: (relieved) Hear that? Just like Babylon.

 * Michael: You're not seriously--?
 * Brian: Yes I am. Seriously!
 * Ben: But you're seriously injured!
 * Brian: Can we stop using the word 'seriously'?

 * Emmett: [reading a map intently] I think we should have taken a left at this little squiggle here.
 * Ted: I thought you knew how to read a map!
 * Emmett: Of course I do! You go down here, take a left at 'up yours' and continue on about three miles to 'go fuck yourself'!

 * Ted: If it turns out we’re hopelessly lost and, for whatever reason, I don’t survive the elements, I want you to know that you have my permission to eat me.
 * Emmett: Thank you, Teddy. That’s the most generous thing any person ever said to another.

 * Debbie: Why don't you boys sit down?
 * Ted: Uh, thanks but we prefer to stand.
 * Emmett: Bum's are a little battered.
 * Debbie: Ah, [to Ted] well you I understand. [to Emmett] But you... you're a disgrace to nelly bottom's everywhere.

 * Vic: By the way, I happen to agree with you. I was damn lucky to get those four extra years. Sure, I'd have liked more. Who wouldn't? But you're going to have a lot more than that.
 * Brian: Did God tell you that?
 * Vic: Actually, he told Judy and she told me.
 * Brian: Judy?
 * Vic: Garland. They're like this [crosses fingers].
 * Brian: You mean, God's a...?
 * Vic: You didn't hear it from me.

 * Brian: [after asking Justin to move back in with him] And as for the times when you're not around... I wouldn't particularly mind it if you were.
 * Justin: I've been waiting for you to ask me that since the first night you brought me here.

 * Ben: [talking to Michael about their marriage] Let me ask you a question. Even if it was real for just a day, was it worth it?
 * Michael: So worth it! [They kiss]

[Episode 501]

 * Michael: You know what amazes me?
 * Brian: What, dear?
 * Michael: Outside a child is born, a man dies, a couple gets married.
 * Brian: The ever-changing kaleidoscope of life.
 * Michael: In here... nothing changes. Everything's the same. Same hot guys. Same thumps-thumpa. Same shaved chest.
 * Brian: And what a comfort it is to know.
 * Michael: But it's all a lie. An illusion. Just cheap theatrics.
 * Brian: Nevertheless, let's - keep - dancing.

 * [Michael and Ben are kissing]
 * Hunter: Hey! I thought when you got married you fucked less.

 * Michael: (about Ben and his apartment) It's not that bad!
 * Ben: Not if you're 24 and want to fuck everything that moves... or Brian.

 * Ted: You think I'm fat?!
 * Brian: Well, let's put it this way; if you start singing, it's all over.

 * Ben: A casserole I made to take along. Millet, leeks and soy cheese.
 * Emmett: Are you sure you're not a lesbian?

 * Brian: Could you imagine eating pussy, the same pussy, for 10 years?
 * Michael: No, but I don't suppose they could fathom sucking the same cock.
 * Brian: That makes three of us.
 * Michael: Unless it's Justin's.

 * Emmett: Most straight men take one good look at me and head for the hills. Except for my father. He ran me out on a rail.
 * Horvath: Well, that's his loss. You're a good man.

 * Emmett [to Horvath]: You know, if you were gay, you'd make one hell of a bear.

 * Brian: I'm a cocksucker! I'm queer! And to anyone who takes pity or offense, I say, judge yourself. This is where I live. This is who I am.

[Episode 502]

 * Brian: I haven't had this much fun with a toy since my erector set.
 * Emmett: My parents couldn't afford an erector set. So I decided to play with the one God gave me.

 * Debbie [to Brian]: You of all people should know... there's no one more fickle than a fag.

 * Debbie [to Michael]: I was a single mother. And guess what? Even without a father you still had enough sense to come in out of the rain... sometimes!

 * Brian: [About Gus's toy train] You see the chew-choo go around the tracks, sonny boy? Sure is fun, but after a while it gets monotonous and predictable, and that's when we throw off the shackles of convention and relinquish control, and cause senseless, tragic, DISASTER! [Train falls off the tracks.]
 * Lindsey: Brian, what are you doing?
 * Brian: Just teaching my son how to have fun...

 * Brian: When did you change?
 * Michael: What?
 * Brian: When did you become this pious sanctimonious judgemental twit?
 * Michael: The point is not when did I change, the point is why haven't you?

 * Emmett: Just call me 'the Queer Guy'!
 * Ted: Isn't that like calling the Pope 'the Catholic guy'?

 * Justin: There is one thing Pittsburgh has that Hollywood doesn't.

[Episode 503]

 * Justin: I don't get why everyone left.
 * Ted: That's one of the great mysteries of life. How does a bud know when to open? How does a bird know how to fly? Why do queers desert one club for another?

 * Brian: [About a sandwich advertisement] How do you like, "When you're hungry for a big cock...!"

 * Debbie: What's up his ass?
 * Ben: Why don't you find out?
 * Debbie: I'll leave that up to you.

 * Brian: Sunshine, how did I ever get along without you?
 * Justin: You didn't.

 * Brian: Fags are no different than people. Tell them they can't have something and it's all they want. And they won't give up until they get it.

 * Loretta: They'll be a milkshake and a bowl of chicken soup.
 * Man: Why would I want that?
 * Loretta: Because the next time you snap your fingers at me the only way you'll be able to suck anything is through a straw!

 * [at the gym]
 * Brian: Why don't you do a little work instead of counting who's had work done?
 * Ted: And the point of that would be?
 * Justin: To keep your body, mind, and spirit healthy and in shape. Of course, I personally don't need it. I only do this so guys can check out my ass.

 * Ted: They hired you because they didn't want some stiff straight guy who looks like he has a poker up his ass.
 * Brian: They wanted some gay guy who looked like he had a fist up his ass.

 * Michael: Fuck off.
 * Brian: Nice to see you too.

 * Michael [to Debbie]: I know how hard it was for you, raising me alone... and you did more than make the best of it. You were the best.

[Episode 504]

 * Trick: How long have you guys been together?
 * Justin: [Brian and Justin speak at the same time] Four years.
 * Brian: Four weeks.

 * Brian: The way gay men are obsessed with youth and beauty. An entire subculture convinced that the meaning of happiness is no love handles. How pathetic. How tragic. How profitable.

 * Justin: [As Melanie and Lindsey argue] Maybe I better go...
 * Melanie: No, we are having tea, goddammit!

 * Emmett: Are you sure you should be eating all that?
 * Ted: What goes in today gets sucked out tomorrow.

 * Michael: I'll make you a deal. I'll come check out your new place if you come check out ours.
 * Brian: Just like when we showed each other our dicks.

 * Brian: I'll bring a bottle.
 * Michael: Red would be nice.
 * Brian: I meant poppers.

 * [Referring to Justin witnessing Melanie and Lindsay fighting]
 * Lindsay: I'm just sorry you had to witness our performance.
 * Justin: Oh, please. Brian and I have had a couple of Academy Award winner's ourselves.

 * Justin: It's amazing.
 * Brian: That I've been soaping your crack for the past ten minutes and you haven't asked me to fuck you?

 * Brian: I'm not being cynical, I'm being--
 * Justin [mockingly]: Realistic.
 * Brian: Do you mind if I finish my own sentences? I despise when couples do that.
 * Justin: Huh, did you hear that rubby ducky? He said couples. I should quit while I'm ahead.
 * Brian: Not before you give me some, Mon Amour.

 * Justin: Mon Amour? I love how other people's tragic marital plight makes you romantic.
 * Brian: Hard.
 * Justin: Christ. What a big boner.
 * Brian: All the better--
 * Justin: To fuck me with?
 * Brian: What did I just warn you about--
 * Justin: About finishing each other's sentences.

 * Monty: Which one of you is the gardener and which one of you is the chef?
 * Justin: I really like cooking.
 * Brian: And I love planting my seed in some hole... in the ground.

 * Brian: Come on, fellas. Don't tell me that after - how many did you say - 10 years together, you haven't had a little extra-marital ass?
 * Eli: Actually, we never have. It's called being in a mature, loving relationship.
 * Brian: That's called being dead.

 * Darryl: [After harassing his ex] Come on, let's go!
 * Debbie: [Bangs bat on counter] [Darryl turns around] What part of fuck off don't you understand?
 * Darryl: Who the hell are you?
 * Debbie: I'm the one with the baseball bat.

 * Classmate: Hey faggot, here's 5 bucks. Why don't you suck me off?
 * Hunter: I charge way more than that for asshole's like you.

 * Ted: [Dreaming] Sorry, Brian... you can't have me!

[Episode 505]

 * Brian: Hey champ.
 * Hunter: Fuck you.
 * Brian: It appears being straight doesn't agree with the lad.

 * Emmett: Did somebody win a beauty pageant?
 * Debbie: Yeah Miss Fat Ass 2005.

 * Emmett: You and Carl going at it every night. You don't hold back, do ya?
 * Debbie: There's no point doing something if you're gonna do it half-assed.

 * Debbie: Listen, Loretta... I can't even imagine diving into a muff.

 * Doctor: It looks like you've picked up a case of Syphilis.
 * Brian: Syphilis? But that's so 80s... 1880s.

 * Doctor: You'll need to lay off the sex for a couple of days.
 * Brian: A couple of days?
 * Doctor: I realize for you that's the equivalent of the time it took for the creation of the universe, but I have the utmost faith. You'll pull it off.
 * Brian: That's pretty much all you've left for me to do.

 * Callie: Presto, you're famous.
 * Hunter: Yeah, I'm a cock sucking superstar. Except I don't see anyone asking for my autograph.

 * Brian [to Justin]: I love your cream sauce.

 * [Brian told Justin he has Syphilis]
 * Justin: I'm surprised it hasn't happened sooner considering where your dick's been.
 * Brian: Excuse me but you haven't exactly been a saint yourself. In fact, I might have even gotten it from you.

 * Lesbian: You look pretty beat up, babe. Did a man do that to you?
 * Ted: Huh?
 * Lesbian: Too bad I wasn't around to protect you. But don't you worry, kid. That swelling is gonna go down and when it does, you're going to be just as pretty as ever.
 * Ted [to Emmett]: That person... thinks I'm a lesbian.

 * [Lifting weights]
 * Brian: You know, I thought one of the benefits of marriage - besides getting to have sex with the same person for the rest of your natural born life - was being able to let yourself go.
 * Ben: I'm sure you'll be pleased to know Michael and I still enjoy looking good for each other.
 * Brian: You still look?
 * Ben: Not everyone regards marriage and monogamy as a death sentence. For some of us, they're simply a part of growing up.
 * Brian: You mean giving up. Surrendering to the straight world's conception of what it means to be a man.
 * Ben: Can't be Peter Pan forever.
 * Brian: You can try.

 * Brian: Well I may not have stopped Michael from becoming one of the step ford fags, but at least I saved Justin from a fate worse than being a heterosexual.
 * Ben: And what is that?
 * Brian: An imitation heterosexual.
 * [Hot guy is checking out Brian and walks away]
 * Ben: Aren't you going after your prey?
 * Brian: I'd love to professor. But, still got another 24 hours until the Syphilis clears up.

 * [to Hunter's school]
 * Ben: Your children lead privileged lives. And you dare to laugh at my son's misfortune.
 * Hunter: It's okay, Ben. I'm glad I came here tonight. Because I learned something to. Now I know how your kid's got to be the way they are.

 * Brian: Flying solo?
 * Emmett: Not everyone's as lucky as you to be in a... non-relationship.

 * Emmett [to Brian]: Well this certainly hasn't been your year... dick-wise.

 * Emmett: Teddy, no matter what you look like, there will always be one person who is dazzled by your beauty.

 * Brian: [practicing] Ted you look fabulous. Ted, you look... Ted, you look fabulous. Ted, you look-
 * Emmett: Here he is! Here he is!
 * [Hot guy walks in]
 * Brian: Oh my God, he really does look fabulous.

 * Michael: Rather than missing what used to be, I look forward to what's yet to be.

[Episode 506]

 * Justin: What's the topic?
 * Hunter: Capital punishment. I'm all for it. I say fry the motherfucker's.
 * Michael: Now you see why we're so proud.

 * Emmett: I can't tell you how much it warms my heart to know I'm keeping hetero's horny.

 * Emmett: These are my fans. They adore me.
 * Brian: Because you're so cute. Do you think they'd still adore you if they knew you took it up the ass? And liked it?

 * Justin: What's your problem?
 * Brian: I have no problem. I am problem less. A problem free zone.

 * Brian: I'm not going to their fucking party!
 * Justin: Why not?
 * Brian: Because I'm going to a fucking party.

 * Emmett: How about you, Deb? Do you want me to give you a landing strip?
 * Debbie: Thanks, but I prefer to keep the whole airport.

 * Ben: Great party, huh? Everybody seemed to have a good time.
 * Hunter: Yeah, if you call Melanie and Lindsay declaring a cease-fire, Brian leaving to go to a sex party, and you and Michael sticking that fucking camera in my face pretending we're this happy family having a good time.
 * Ben: We're not pretending, we are.

 * Ben: You're gonna get through this, I promise.
 * Hunter: Fuck your false hope. The world's a stinking shit hole.

 * Brian: I don't think you get it.
 * Justin: What, that someone rejected you? Got the prime piece of meat, it happens to everyone!

[Episode 507]

 * [Ted is imagining Brian and Emmett are there after he has sex with Trent]
 * Emmett: Congratulations, stud. That's your third time tonight.
 * Ted: Who's keeping score?
 * Emmett: I am. Look at him, so smug, so self-satisfied. Now is the perfect time to send him off with his... not-unattractive tail between his legs.
 * Brian: What the fuck for? You've got the son of a bitch where you want him, with his ass in the air, and it's not a bad one, I might add.
 * Emmett: Don't listen to him! Tell.
 * Brian: What the hell does he know? Fuck!
 * Ted: Would you get off my back?!

 * Justin: I made some decisions.
 * Brian: About what?
 * Justin: My life.

 * Justin: To be a couple both people have to want the same things, to move in the same direction. If they can't, or won't, they really have nowhere to go.
 * Brian: Probably not.
 * Justin: Then why are we still doing this if we both know it's never going to work?
 * Brian: Damned if I know.

 * Stranger: You people need Jesus in your lives.
 * Emmett: Yeah and you need a good blowjob. That is, if you can find anyone to give you one! And don't look at me!

 * Ted: Look at it this way. You'll always have something to remember me by.
 * Troy: You're dumping me?
 * Ted: It's a fag-eat-fat world.
 * Troy: Fuck you. You know... I liked you. A lot. I really did.

 * Brian: I want to see your wife! Where is the little woman?!

 * Brian: You infected him! With your petty bourgeois mediocre conformist assimilationist life! Thanks to you he's got visions! Babies, weddings, white picket fences dancing in his blonde little head!
 * Michael: And you think I put them there?
 * Brian: Before you and your husband tied the noose around your necks, he was perfectly happy! But now, he's a defector! Just like the rest of you!
 * Michael: He was never perfectly happy! Waiting for years for you to say I love you, you're the only one I want!
 * Brian: That's not who I am!
 * Michael: Don't we all know!
 * Brian: And now he's here in your house.
 * Michael: It's a home.
 * Brian: It's a farce! It's a freak show!
 * Michael: Call it what you want, I honestly don't care. But he didn't leave because I infected him. He left because of you! Who wouldn't?!

 * Lindsay's mother: When I heard about your relations with a man, I was hoping that...
 * Lindsay: What? That I'd be the daughter you always dream of? Well, I'm not mom. And I never will be.

 * Jennifer: Neither of you is willing to change?
 * Justin: That's not love. That's sacrifice.

 * Brian: You doing okay?
 * Justin: Yeah, I'm fine. And you?
 * Brian: Likewise, thanks for asking.
 * Justin: Well, I guess I better get going.
 * Brian: Me too. Take care of yourself.
 * Justin: You too.

[Episode 508]

 * Ted: Come on Brian, you can't fool me. You gotta free yourself of this burden. Release it, let it all hang out!
 * Brian: [Deadpan] My mother is a frigid bitch, my father was an abusive drunk; they had a hateful marriage, which is probably why I am unwilling, or unable, to form a long-term committed relationship of my own. The fact that I drink like a fish, abuse drugs and have more or less redefined promiscuity doesn't help, much. As a result I've lost the two people in my life that mean the most to me. [Referring to Justin and Michael]
 * Ted: There. Don't you feel better.
 * Brian: No. But I'm sure you do.

 * Emmett [to Drew]: If you can't be honest with me that's fine, it doesn't matter. But at least be honest with yourself.

 * Craig Taylor: It's your choice.
 * Justin: It's not a choice.
 * Craig: Well don't expect to be rewarded!
 * Justin: We're not asking to be rewarded, we're asking for what's rightfully ours!
 * Craig: The right to pervert the sanctity of marriage, to make a mockery of family values?
 * Justin: A hell of a lot you know about marriage or family values, you fucked around on mom!
 * Craig: Watch your language!
 * Justin: Oh forgive me, saying fuck is far worse than what you did, you lying hypocrite!

 * Emmett: It was obvious to everyone from the moment I popped out of my mama that I was the new queen of Hazelhurst. They almost named me Elizabeth.
 * Ted: You're lucky.
 * Emmett: That they named me Emmett?
 * Ted: That it was obvious. That you never had to go through the hell of hiding it, the fear of being found out.

 * Lindsay [to Brian]: Don't tell me about clinging onto my past, until you're willing to let go of yours.

[Episode 509]

 * Brian: Tuna casserole means we're going to get stoned and have a very meaningful conversation.

 * Justin: [About a critic] He's a cunt.
 * Lindsey: A very influential cunt.
 * Justin: A cunt's a cunt.

[Episode 510]

 * Brian: [after finding that Justin escaped the fire] All I could think was, "Please don't let anything happen to him." [grabs Justin and holds him close] I love you.

[Episode 511]

 * Brian: You said that your small, charmless studio would have to do until your country manor came along. I'd hoped this would be all you dreamed of.
 * Justin: And more, but I told you I...
 * Brian: ...Won't marry me. Who could blame you? I am, without doubt, the worst candidate for marriage alive, but, conversely, that's also the reason that I'm the best candidate.
 * Justin: And how's that?
 * Brian: Because, as strongly as I was opposed to the idea, now that I'm behind it, I am as fervently and passionately committed.
 * Justin: Uh huh. And what changed your mind?
 * Brian: I finally thought of one good reason to do it.
 * Justin: And what is that one good reason?
 * Brian: To prove to the person that I love, how much I love him. That I would give him anything, that I would do anything, be anything, to make him happy.

 * Justin: You bought this? This … palace?
 * Brian: It's for my prince. I'm also selling the loft and the club.
 * Justin: Without even knowing what my answer would be?
 * Brian: I'm taking a chance on love.
 * Justin: Then you mean it?
 * Brian: I've never meant anything more.
 * Justin: Okay.
 * Brian: Okay?
 * Justin: Let's do it!
 * Brian: Say it.
 * Justin: Yes.
 * Brian: Yes, what?
 * Justin: Yes! Yes, I will marry you. I will marry you!

[Episode 512]

 * Brian: I only have one question. After we're married, will you still blow me?
 * Justin: [Laughs] Ever the romantic! That depends. If you still fuck me in every room of, um, what are we gonna call it? Mandalay? Xanadu? Wuthering Heights?
 * Brian: I'll leave the christening up to you.
 * Justin: Britain.
 * Brian: [Looks confused, before realizing] Bri-Tin!

[Episode 513]

 * Michael: They say that change is good for you, that it keeps you on your toes. Well, if that's true, I should be a fucking ballerina.

 * Brian: Wouldn't you rather just cuddle?
 * Justin: What?
 * Brian: I said wouldn't you rather just lie here —
 * Justin: No no no, I heard what you said. You said "cuddle"!
 * Brian: So?
 * Justin: So? I have never ever once heard you use that word, much less actually want to do it.
 * Brian: Okay, can we just turn the lights out?
 * Justin: No, no! Brian Kinney fucks, sucks, rims, rams but never cuddles!
 * Brian: Okay, so I used a word that offends your sensibilities. Forgive me, I apologize. I'll never do it again!

 * Brian: Whether we see each other next weekend, next month, never again, it doesn't matter. It's only time.

 * Michael: Come on, come on. Shake that groove thing.
 * Brian: You shake it, Mikey. I'm too...
 * Michael: What? Old? You'll always be young, you'll always be beautiful. You're Brian Kinney, for fuck's sake!

 * Emmett: So, uh, what do you say we go back to my room and, um, reminisce about old times.
 * Calvin: Not that much to reminisce about.
 * Emmett: I know.

 * Brian: When's your flight?
 * Justin: Ten... I think I finally found a place to stay. Daphne has a friend in the East Village... Finding a work space is gonna be difficult. Apparently everything costs a fortune.
 * Brian: Well, you'll manage. You always do.
 * Justin: I'll be back, and you'll come there. We're gonna see each other all the time.
 * Brian: You don't know that; neither do I. Whether we see each other next weekend or next month, never again, it doesn't matter. It's only time.
 * Justin: You didn't return them?
 * Brian: I didn't return them.
 * Justin: We don't need rings or vows to prove that we love each other. We already know that.
 * Brian: You did it.
 * Justin: Did what?
 * Brian: Became the best homosexual you could possibly be.

 * Brian: Holy shit...
 * Justin: What?
 * Brian: You look...
 * Justin: Good? Bad? Laughable?
 * Brian: Beautiful.
 * Justin: I do?
 * Brian: It's not a question. It's a declaration. So try and be more emphatic when the minister asks you if you wanna go through with this.
 * Justin: I do.

 * Michael: So the thumps-thumpa continues. It always will, no matter what happens, no matter who's president. As our Lady of Disco, the divine Miss Gloria Gaynor, has always sung to us, "We will survive."

title: Queer as Folk (American TV series)