Niles: Actually, I just got back from visiting her at the spa. It wasn't easy, but she's already lost nine pounds and twelve ounces.
Roz: Wow, good for her! It's all about willpower.
(A waiter hands Roz a plate heaped with brownies)
Roz: Oh, thanks.
Niles: Um, I'm going back to the spa this coming weekend, if you need a ride...
Roz: Oh, these aren't for me. Alice's school is having a picnic and I'm bringing the goodies.
Niles: (looking at her cleavage) Yes, I see. Just don't get them sunburned. (off her look) I'm sorry, it's just... aren't you a little overdressed for a picnic?