Kyle: (to Max) What brings you out of your belfrey this God-forsaken morning?
Max: Last week, I gave a speech at the mayor's mansion about New York City sweatshops. Ha, ha, ha. Thank you.
Regine: Why would anybody wanna hear about your bedroom?
Synclaire: Look at us. Speeches and celebrity lunches and... (Looks at Regine, then looks away.) Acting. Pretty soon, we'll be so busy we won't even know each other.
Max: (looking at Regine) I can hardly wait.
Khadijah: Russell, if you gay, you've been doing a hell of a job hiding it.
Regine: Can you believe the ego? I mean, just hogging the spotlight while a roomful of people watch in admiration. I'm going out there!
Russell: Before you go, did you have a good time tonight?
Regine: Promise not to tell anyone?
Russell: Cross my heart. Or better yet, let me cross your heart.
Regine: See, I was about to say I didn't have the worst time in the world. And what did you do? What did you do? You ruined it.
Russell: "Not the worst time in the world." Where I come from, that's as good as saying, "I love you."
Max: Hey fellas, we girls were having a heated debate. The topic: does size matter?
Khadijah: Yeah, you know, we'd love for you to join in.
Kyle: I got a big day tomorrow.
Overton: Yeah. And mine's bigger. Good night.
Regine: If anybody knows how to get rid of men...
Max: It's me. Beat you to it.
Kyle: So, are we still on for Tuesday?
Max: Room 718 at the Paramount. And if you're late, I'm starting without you.
Max: They're showcasing female comics Saturday night at the cafe. I say we grab a table up front and let somebody else make fun of Regine for a change.
Russell: (to Regine) Let's dance. And Lord help you if you're not wearing a sports bra.
Max: You are all important to me. Really. And not just because of the free cable.
Max: Khadijah is sitting next to Terry McMillan at the Women in Media luncheon, and she didn't even tell me about it.
A reference to the author of books such as How Stella Got Her Groove Back and Waiting to Exhale.
Khadijah: Great. Lenny, Squiggy and Potsie are trying to mack us with snacks.
References to the duo played by Michael McKean and David Lander on the ABC sitcom Laverne and Shirley, and the character played by Anson Williams on the ABC sitcom Happy Days.
Kyle: (to Overton) You feeling squirrely, Kojak? Jump!
A reference to the police detective played by bald actor Telly Savalas in the 1970s series of the same name.
Episode Title: Swing Out Sisters
A reference to Swing Out Sister, the British pop group that recorded the 1987 hit "Breakout."