|Here Comes the Brood|
December 6, 1993
- Fran Drescher as Fran Fine
- Charles Shaughnessy as Maxwell Sheffield
- Daniel Davis as Niles
- Lauren Lane as C.C. Babcock
- Nicholle Tom as Maggie Sheffield
- Benjamin Salisbury as Brighton Sheffield
- Madeline Zima as Grace Sheffield
Special Guest Star
- Blake McIver Ewing as Robin
- Allen Bloomfield as Uncle Myron
- Lila Garret as Ladie in Ladie's Room
Fran: You're a wonderful woman, and I wish you well, but if you ever hurt my kids again, they'll be wiping your blue blood off the walls. And I mean that in the nicest possible way.
Maxwell: Miss Fine, the children were counting on going to the zoo.
Fran: Well, Miss Babcock can still take them.
Gracie: This is just how my nightmare started...
Gracie: I ran away. I took a limo.
Fran: (to Sylvia) I ran away, I took a banana.
Fran: (Zipping Sylvia into a too tight dress with six interlaced straps) Oh, I don't know about these straps Ma... ya look like a ham!
Sylvia: The salesgirl said I looked like a dream.
Fran: Maybe Oscar Mayer's.
Fran: Oh come on. Stop being such a big fat baby. You got a toothache you go to a dentist.
Maxwell: I don't have a toothache, I just slept on it wrong.
Fran: Who sleeps on a tooth? (To Grace) Unless you're waiting for a fairy. (To Maxwell) Now open up, let me take a look.
Maxwell: Miss Fine, it's my mouth and I reserve the right to keep it shut. An option you might consider from time to time.
C.C.: Maxwell, I adore children. It's a natural thing, a female thing.
Niles: I hear some females eat their young.
Fran: (shouting) MR. SHEFFIELD, MISS BABCOCK'S HERE!!!!!
C.C.: Nanny Fine, please. They've already freed Willy.
Gracie: I wanted to see the petting zoo.
C.C.: Well we would've been able to if your sister didn't have to go to the bathroom every 15 minutes. I swear her bladder must be the size of a walnut.
Maggie: Fran says it's not small, it's just tilted.
Gracie: I don't want to go to the Zoo. I had nightmares about fangs, claws and snarling.
Maggie: Gracie, they keep the animals in cages.
Brighton: (to Maggie) She's talking about C.C.
Gracie: So you don't just do it for the money?
Fran: Believe me, but the time they take out State, and Federal, and FICA, its a labor of love.
Fran: Its true, I do get paid for taking care of you, but I don't get paid extra for loving you and I do love you.
Gracie: I love you too
- In this episode Brighton says he's ten. Later in this season Fran will say he's twelve. Though it is possible for Brighton to have celebrated a birthday between this episode and the end of the season, he couldn't have aged two years.
- When C.C. enters the house from the zoo, she has a peacock feather on her. The feather disappears on the next shot.