Kate Hudson credited as playing...
Penny Lane
- Penny Lane: I always tell the girls, never take it seriously, if ya never take it seriosuly, ya never get hurt, ya never get hurt, ya always have fun, and if you ever get lonely, just go to the record store and visit your friends.
- Penny Lane: How old are you?
- William Miller: Eighteen.
- Penny Lane: Me too! How old are we really?
- William Miller: Seventeen.
- Penny Lane: Me too!
- William Miller: Actually, I'm sixteen.
- Penny Lane: Me too. Isn't it funny? The truth just sounds different.
- William Miller: I'm fifteen.
- Penny Lane: Look, *you* should be happy for me. You don't know what he says to me in private. Maybe it is love - as much as it can be for somebody...
- William Miller: Who sold you to Humble Pie for fifty bucks and a case of beer? I was there. I was there! Look, I'm sorry.
- Penny Lane: [sniffs] What kind of beer?
- Penny Lane: We are not Groupies. Groupies sleep with rockstars because they want to be near someone famous. We are here because of the music, we inspire the music. We are Band Aids.
- Penny Lane: I've made a decision, I'm gonna live in Morocco for one year. I need a new crowd. Do you wanna come?
- William Miller: Yes! Yeah. Yeah.
- Penny Lane: You sure?
- William Miller: Ask me again.
- Penny Lane: Do you wanna come?
- William Miller: Yes! Yes.
- Penny Lane: Call me if you need a rescue, we live in the same city.
- William Miller: Sometimes I think I live in a different world.
- Penny Lane: You're too sweet for rock and roll.
- William Miller: Sweet? Where do you get off? Where do you get sweet? I am dark and mysterious, and *pissed off*! And I could be very dangerous to all of you! You should know that about me... I am *the enemy*!
- William Miller: What about your mom?
- Penny Lane: She always said, "Marry up. Marry someone grand". And that's why she named me "Lady".
- William Miller: She named you "Lady?"
- Penny Lane: [makes a face] Lady Goodman.
- Penny Lane: If I ever met a man in the real world who looked at me the way you just looked at me...
- William Miller: When and where does this ''real world'' occur? I mean, I am really confused here.
- William Miller: Don't you have any regular friends?
- Penny Lane: Famous people are just more interesting.
- Penny Lane: [to William, who is on the phone with his mother] This is Beth from Denver. She's one of the legendary, original Band Aids - she's clairvoyant!
- Beth from Denver: I can't read your mind or anything. I mean, I pick up things here and there. Estrella says hi - She says I can stay in your room.
- William Miller: Sure.
- Beth from Denver: Great. I've got some... hydroponic pot!
- [William covers the phone]
- Penny Lane: When we go to Morocco, I think we should have completely different names and be completely different people.
- William Miller: What will our names be?
- Penny Lane: Vic is a Zeppelin fan.
- William Miller: I picked that up.
- Penny Lane: He tours with them, but not, you know, with them.
- Larry Fellows: [singing] Handing tickets out to God
- Larry Fellows, Penny Lane: Turning back, She just laughs
- Larry Fellows, Penny Lane, Jeff Bebe: The boulevard is not that bad, Piano man, He makes his stand
- Larry Fellows, Penny Lane, Jeff Bebe, Polexia Aphrodisia: In the auditorium
- Larry Fellows, Penny Lane, Jeff Bebe, Polexia Aphrodisia, William Miller: Looking on, She sings her song
- Larry Fellows, Penny Lane, Jeff Bebe, Polexia Aphrodisia, William Miller, Sapphire: The words she knows, The tune she hums
- Larry Fellows, Penny Lane, Jeff Bebe, Polexia Aphrodisia, William Miller, Sapphire, Russell Hammond, Dick Roswell: Hold me closer Tiny Dancer...
- Penny Lane: Hey, when we go to Morocco... I think we should wear completely different clothes... and be completely different people.
- William Miller: What will our names be?
