- Max: Niles, I don't know what the woman wants anymore! What am I supposed to do?
- Niles: May I speak freely, sir?
- Max: Yes, of course old boy.
- Niles: [with rising irritation as he speaks, making Max back up] I am so bloody sick of hearing this year after year! 'Niles, what am I to do?', 'I told her I loved her!' 'I took it back!', 'I'm afraid of commitment', 'I'm worried about the children'
- Niles: [Max has fallen onto the office couch. Niles hauls him up by the lapels] For God's sake, MAKE A MOVE! DO SOMETHING! YOU PASSED ON 'CATS', DO YOU WANT TO REGRET THIS FOR THE REST OF YOUR LIFE TOO?
- [lets him fall back onto the couch, stunned]
- C.C.: [storms out and meets C.C. in the hall] What's going on in there?
- Niles: Oh, I have had it! I am trying to convince him to give up on Miss Fine and move on with his life!
- C.C.: [barges into the office] I AGREE WITH NILES! WHAT ARE YOU WAITING FOR? JUST DO IT, DO IT, DO IT!
- [Niles walks away smugly]
- [Niles is dancing bombastically and singing into his duster. CC enters unexpectedly]
- Niles: You realize, of course, now I'm going to have to kill you.
- Mr. Sheffield: Miss Fine, what are you doing here?
- Fran: Well, I heard moaning and screaming coming from your room and I figured... I should be part of it.
- Theme: She was working in a bridal shop in Flushing, Queens, 'til her boyfriend kicked her out in one of those crushing scenes. What was she to do? Where was she to go? She was out on her fanny. So over the bridge from Flushing to the Sheffield's door. She was there to sell make-up, but the father saw more. She had style! She had flair! She was there. That's how she became the Nanny! Who would have guessed that the girl we've described, was just exactly what the doctor prescribed? Now the father finds her beguiling-watch out C.C.!-, and the kids are actually smiling-such joie de vivre!-. She's the lady in red when everybody else is wearing tan. The flashy girl from Flushing, the nanny named Fran!
- Sylvia Fine: Yetta! These aren't Fran's children! Fran doen't have any children! She's not married, SHE'S ALL ALONE!
- Fran: Louder, Ma, I don't think they heard you IN URUGUAY!
- Nigel Sheffield: I hope you don't mind me telling you one more time just how, how sexy you are.
- Fran: Nope, still diggin' it.