A scene from As Good as It Gets 1997
Carol Connelly

You wanna dance?

Melvin Udall

Well, I've been thinking about that since you brought it up before.

Carol Connelly

[Carol rises.]

And?

Melvin Udall

No. I - I don't get this place. They make me buy a new outfit, and they let you in with a house dress. I don't get it.

Melvin Udall

[He has no idea that he has insulted Carol. Sandbagged in extreme, she gets up, actually ready to leave.]

What? W-wait. No. Wait. Why? Where you going? No. Why? I mean, I . . . uh, I didn't mean it that way. I mean, you gotta sit down. You can still give me the dirty look, just sit down and give it to me.

Carol Connelly

Pay me a compliment, Melvin. I need one. Quick. You have no idea how much what you said hurt my feelings.

Melvin Udall

[Melvin, who is really pissed, mutters.]

The monominute that someone gets that they need you, they threaten to walk out. It never fails.

Carol Connelly

A compliment is something nice about somebody else. Now or never.

Melvin Udall

Okay.

Carol Connelly

[He waves Carol down, and she sits.]

And mean it.

Melvin Udall

Can we order first?

Melvin Udall

[Carol thinks and then nods. The waiter is across the room. This does not stop Melvin, who calls out to the waiter.]

Um, two hard shell crab dinners, pitcher of ice cold beer. [to Carol Connelly] Uh, baked or fries?

Carol Connelly

[Melvin does not hear Carol. She speaks louder.]

Fries.

Melvin Udall

Right.

Melvin Udall

[He calls to the waiter.]

One baked, one fried.

Waiter

[The waiter shouts back.]

I'll tell your waiter.

Melvin Udall

What a waiter. [to Carol Connelly] Okay. Now, I got a real great compliment for you, and it's true.

Carol Connelly

I'm so afraid you're about to say something awful.

Melvin Udall

Don't be pessimistic. It's not your style. Okay. Here I go. Clearly a mistake. I've got this what? Ailment. My doctor, a shrink that I used to go to all the time, he says that in 50 or 60 percent of the cases, a pill really helps. I hate pills. Very dangerous thing, pills. "Hate", I'm using the word "hate" here about pills. "Hate". My compliment is that night when you came over and told me that you would never . . .

Melvin Udall

Um, all right, well, you were there. You know. You know what you said. Well, my compliment to you is the next morning, I started taking the pills.

Carol Connelly

[Carol is a little confused.]

I don't quite get how that's a compliment for me.

Melvin Udall

You make me want to be a better man.

Carol Connelly

That's maybe the best compliment of my life.

Melvin Udall

Well, maybe I overshot a little because I was aiming at just enough to keep you from walking out.

Carol Connelly

[Carol and Melvin laugh.]

How's it going with those pills? Good, I hopahopahopa. Hm.

Melvin Udall

It's - it's - it's - it's, uh, it's little by little. It's - it's - it's exhausting talking like this.

Melvin Udall

[He holds his head.]

Exhausting.

Carol Connelly

[Carol moves to the chair next to Melvin. Carol sits very close, and Melvin tenses.]

Do you ever let a romantic moment make you do something you know is stupid?

Melvin Udall

Never.

Carol Connelly

Here's the trouble with never.
[She kisses Melvin.] Note: The line in bold was nominated for the AFI's 100 Years…100 Movie Quotes.

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