Mrs. Richardson: My nicotine patch fell off, my mother's in town and my boyfriend left me for my brother!
Fran: Oh yeah? Well I'm over thirty, single, and I work for her! (Points to Grace)
Fran: Niles, I was thinking Mr. Sheffield was right. If I help Brighton with his project, it's only going to hurt him.
Niles: You've already gotten involved and screwed up?
Mrs. Richardson: Hey, did you see the movie Babe, kid?
Mrs. Richardson: Well, they ate him at the rap party.
Gracie: I can't hear you!
Fran: B, I'm not supposed to help you.
Brighton: Come on, Fran. You've always helped me. You've been like a mother to me.
Fran: Forget it, B. It's not gonna work.
Brighton: Of course, you're far too young to be a mother.
Fran: Alright. It worked.
Fran: Big hair and short skirts. That's what got Mel Gibson the Oscar.
C.C.: They're fumigating my apartment.
Niles: They've tried that before. You always come back.
Gracie: Shouldn't we help that woman in the wheelchair through first?
Fran: Oh, honey, stand your ground. Last year when they put out the Donna Karen, she popped out of that chair and screamed "It's a Miracle!"
During the Loehmann's scene, when Loehmann's opens the door, they show a clip from the movie Jumanji.
Nora Dunn would later return as Fran's OB/GYN, Dr. Reynolds, during the final season.
Guest Jackie Tohn had previously appeared on The Nanny in the episode The Family Plumbing.