- If he were mean or vicious or if he'd bawl me out or something, I'd like him better.
- Well, I was going to do this myself, but, uh... [hands him toenail polish] Paint me, Chris!... They'll be masterpieces.
- How can a man be so dumb...I wanted to laugh in your face ever since the moment I met you. You're old, ugly and I'm sick of you. Sick, sick, sick!
- Can't you get those Lazy Legs off that couch, baby?
- Reporter on Train: [referring to being executed] I'd rather have a judge give me the works than to have to do it to myself.
- Johnny Prince: And then you gave me a dirty look.
- Kitty March: I didn't give you a dirty look!
- Johnny Prince: Listen, any girl that waits two hours in the rain for a guy is gonna give him a dirty look.
- Kitty March: Who do you think you are? My guardian angel?
- Millie Ray: Not me, honey. I lost those wings a long time ago.
- Adele Cross: Next thing you'll be painting women without clothes.
- Christopher Cross: I never saw a woman without any clothes.
- Adele Cross: I should hope not!
- Johnny Prince: Lazy Legs. [kisses her] I don't know what you told Janeway, but you got him eatin' right out of your hand.
- Kitty March: It won't stop with lunch!
- Christopher Cross: Hey, did you read this?
- Adele Cross: Read what?
- Christopher Cross: This murder in Queens. A man killed his wife with the window weight, put her body in the trunk, shipped her to California. It says here...
- Adele Cross: I've read the paper, thank you. He didn't get away with it, did he? He'll go to the chair, as he should.
- Christopher Cross: Yeah, a man hasn't got a chance with these New York detectives.
- Kitty March: You know those art galleries on Fifth Avenue? The prices they charge! I saw one little picture that cost fifty-thousand dollars. They call it, uh, 'Seezan'.
- Christopher Cross: Cezanne? Oh, he was a great French painter. I'd like to own that painting.
- Kitty March: You would? For fifty-thousand dollars?
- Christopher Cross: You can't put any price on masterpieces like that. They're worth, well, whatever you can afford to pay for them.
- Kitty March: You know what, Chris? I bet I saw some of your pictures there and didn't know it. Next time I'll look for your name.
- Christopher Cross: Oh no no no no no. I, uh... I don't sell my pictures.
- Kitty March: Well not in New York you mean.
- Christopher Cross: No, I-...
- Kitty March: I know. I bet your sell your pictures in Europe, France or someplace like that. I don't know much about painting, but I bet your get as much for your pictures in France as those Frenchman get right here in New York. You're never appreciated in your own country.
- Christopher Cross: Well that's one way of looking at it. But you know when I paint, I don't think of money. I just paint for fun.
- Kitty March: Fun?
- Christopher Cross: Yes. I think it's the most fun I know, painting. I wish I had all the time to paint.
- Kitty March: But don't you have time?
- Christopher Cross: [stammering] Well you know... business takes a lot of time.
- Kitty March: I wonder when you get all that money.
- Kitty March: How long does it take you to paint a picture?
- Christopher Cross: Sometimes a day, sometimes a year. You can't tell. It has to grow.
- Kitty March: I never knew paint could grow.
- Christopher Cross: Feeling grows. You know, that's the important thing, feeling. You take me. No one ever taught me how to draw, so I just put a line around what I feel when I look at things.
- Kitty March: Yeah I see.
- Christopher Cross: It's like falling in love I guess. You know... first you see someone, then it keeps growing, until you can't think of anyone else.
- Kitty March: That's interesting.
- Christopher Cross: The way I think of things, that all art is. Every painting, if it's any good, is a love affair.
- Kitty March: I never heard anyone talk like that before.
- Christopher Cross: There aren't many people you can talk to this way. So you keep it to yourself. You walk around with everything bottled up.
- Kitty March: Johnny. Oh, Johnny.
- Johnny Prince: Crazy Legs.
- Kitty March: Jeepers, I love you Johnny.
- Edward G. Robinson — Christopher Cross
- Joan Bennett — Katharine 'Kitty' March
- Dan Duryea — Johnny Prince
- Margaret Lindsay — Millie Ray
- Jess Barker — David Janeway
- Rosalind Ivan — Adele Cross
- Arthur Loft — Dellarowe
- Charles Kemper — Patch-eye Higgins
- Russell Hicks — J.J. Hogarth
- Samuel S. Hinds — Charles Pringle
- Anita Sharp-Bolster — Mrs. Michaels
- Vladimir Sokoloff — Pop LeJon
- Cy Kendall — Nick