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- Dame Judi Dench as Queen Elizabeth. "But I know something of a woman in a man's position. Yes, by God, I do know about that."
- When Viola speaks up in defense of the theater, Wessex tries to get on Elizabeth's good side by disagreeing with her, claiming that he'd wager his entire fortune. Elizabeth coolly responds, "I thought you were here because you had none."
- Burbage's little bit of crow-eating, and subsequent awesome, after Tilney closes the Rose:
Burbage: The Master of the Revels despises us all for vagrants and peddlers of bombast. But my father, James Burbage, had the first license to make a company of players from Her Majesty, and he drew from poets the literature of the age. We must show them that we are men of parts. Will Shakespeare has a play. I have a theatre. The Curtain is yours.
- Wabash amazing everyone by overcoming his stutter and delivering the opening monologue with perfect diction.
- After Henslowe gets Viola to go onstage as Juliet in place of Sam (and after he's spent the film trying to get Shakespeare to follow tradition):
BURBAGE: We'll all be put in the clink.