- Lilah 'Lily' Gustafson: How would you like Utopia, Johnny?
- Johnny Angel: What kind of Utopia?
- Lilah 'Lily' Gustafson: Me, and all the money you can ever spend.
- Blond: Hello Johnny.
- Johnny Angel: You've been eating vitamins again.
- Blond: The Angel's wearing his halo tonight!
- Johnny Angel: I'm looking for a girl not as tired as the others. Somebody bright and new. Like a new penny.
- Johnny Angel: You say you've been here for weeks. You can measure it by kisses. How many kisses ago since you came here?
- Lilah 'Lily' Gustafson: There are two things I've never had enough of in my life. Money and - you, Johnny.
- Johnny Angel: Come on Lilah, you - you're still restless.
- Sam Jewell: I spotted you when you came in. Alone, fishing about. Whenever anything happens in this town people always come to me. You'd think I was a Who's-Who on crime.
- Johnny Angel: Well, you do have a lot of friends.
- Celestial O'Brien: You like surprises, Captain? Take my cousin, Nowell, for instance. He even goes in doors backwards because he likes surprises.
- Celestial O'Brien: [singing] Memphis in June, With sweet oleander, Blowing perfume in the air.
- [speaking]
- Celestial O'Brien: Ought to put your heart into your work, Captain.
- Johnny Angel: Put your foot on the gas and change that tune.
- Celestial O'Brien: [singing] I can hear the clock inside tickin' and a-tockin', Everything is peacefully dandy, I can see old granny cross the street, still a-rockin'...
- Lilah 'Lily' Gustafson: I may be awfully wrong. But it seems to me that the minute I mention money, your interest in Lilah went up 87 points.
- George 'Gusty' Gustafson: I find you pawing at her. Trying to mislead her because she's beautiful. Trying to influence her. Trying to take her away from me!
- Johnny Angel: Quit walking up and down, will you. You make me feel like I'm in with a panther or a leopard or something.
- Cigarette Girl: Who's that?
- Mack - the Bartender: She used to sing here.
- Cigarette Girl: And me with no voice.
- Mack - the Bartender: She couldn't sing either, kid.
- Lilah 'Lily' Gustafson: You've always acted so - so cagey. Oh sure. I know, I know, I throw myself at you and you put on your catcher's mitt. That's very sweet of you, but - but what does it prove?
- Johnny Angel: How about you running out on me? What have you done except hang a little bait in front of me? And then when I swallowed it, you want to quibble. Well, go ahead and quibble.
- Lilah 'Lily' Gustafson: Come back. I'm a fool. I was silly to worry about you. Kiss me, darling.
- [kiss]
- Johnny Angel: Want to do a little proving to me?
- Lilah 'Lily' Gustafson: *Anything*.
- Johnny Angel: Is there anyone new around here?
- Redhead: You bet.
- Johnny Angel: Who?
- Redhead: *You*, silly.