Written and directed by Noah Baumbach.

Bernard Berkman

• She's a very risky writer, Lili. Very racy. I mean, exhibiting her cunt in that fashion is very racy. I mean Lili has her influences in post modern literature, it's a bit derivative of Kafka, but for a student, very racy. Did you get that it was her cunt?

• Put me in your mouth.

• Don't be difficult.

• [playing ping pong with Frank] You know, you have to try. If you don't try, it's no fun for me.

Others

• Walt Berkman: It's like... we were pals then... we'd do things together... we'd look at the knight armor at the Met. The scary fish at the Natural History Museum. I was always afraid of the squid and whale fighting. I can only look at it with my hands in front of my face.

• Jeffrey: She could probably move her pussy muscles just the right way so you blow your load in like seconds.

• Frank Berkman: Across the park? Is that still Brooklyn?

Dialogue

Bernard: Your mum and I, we're going to separate. I've got you Tuesday, Wednesday and every other Thursday.

Walt: And what about the cat?

Joan: Shit! The cat!

Bernard: We didn't discuss the cat.

Bernard: Hey - Watch it!

Frank: Suck my dick, ass man...

Bernard: Joan, let me ask you something. All that work I did at the end of our marriage, making dinners, cleaning up, being more attentive. It never was going to make a difference, was it? You were leaving no matter what...

Joan: You never made a dinner.

Bernard: I made burgers that time you had pneumonia.

Walt: It's Welles' masterpiece, really. Many people think it's Citizen Kane, but Magnificent Ambersons, if it hadn't been ruined by the studio, would've been his crowning achievement. As it is, it's still brilliant. It's the old story, genius not being recognized by the industry.

Lance: It sounds great. Who's in it?

Walt: Orson Welles? I don't know, I haven't seen it yet. I've seen stills.

Sophie: [about The Metamorphosis, by Franz Kafka] Yeah. I mean, it's gross when he turns into the bug, but I love how matter of fact everything is.

Walt: Yeah, it's very Kafkaesque.

Sophie: [She looks at him oddly and laughs] 'Cause it's written by Franz Kafka.

Walt: Right. I mean, clearly.

Bernard Berkman: How do you know they were both Frank's?

Ms. Lemon: Well, I suppose it's possible other kids are masturbating and spreading their semen around the school as well... It's possible, but, uh, somewhat unlikely.

Bernard: Oh, it happens, I'm sure, much more than we know.

Joan: Bernard, have you ever done anything like this?

Bernard: I'm not going to answer that.

Bernard: You'll have to share the bathroom with the boys. They get the upstairs and I have my own.

Lili: That's all right, as long as Walt remembers to pull the seat down.

[Walt kisses Lili's knee]

Lili: [lowers her head] Do you think...

[Walt brings his head up and smacks her in the nose]

Lili: Oh shit! Fuck!

Walt: I'm sorry! I'm sorry!

Lili: No, it's ok. It's just a bloody nose.

Lili: [they kiss] Why did you stop?

Bernard: I'm your teacher.

Lili: You know, I've always wondered what it'd be like to fuck you.

Bernard: Ivan is fine but he's not a serious guy, he's a philistine.

Frank: What's a philistine?

Bernard: It's a guy who doesn't care about books and interesting films and things. Your mother's brother Ned is also a philistine.

Frank: Then I'm a philistine.

Bernard: No, you're interested in books and things.

Frank: [pause] No, I'm a philistine.

Cast

• Owen Kline - Frank Berkman
• Jeff Daniels - Bernard Berkman
• Laura Linney - Joan Berkman
• Jesse Eisenberg - Walt Berkman
• William Baldwin - Ivan
• David Benger - Carl
• Anna Paquin - Lili
• Adam Rose - Otto
• Henry Glovinsky - Lance
• Eli Gelb - Jeffrey
• Halley Feiffer - Sophie Greenberg