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When one character is jealous of another one, they use the Stock Phrase "What's he got that I ain't got?" It's meant as a rhetorical question, but the Deadpan Snarker or another character will usually answer them anyway, almost always insultingly.

See also What Does She See in Him?

Examples of What's He Got That I Ain't Got? include:

Anime and Manga

  • In episode 5 of FLCL, Haruko titillates Amurao into giving her a weapon she can use against the Monster of the Week. Unlike Naota, all he can manage to summon up with his N.O. is a tiny little slingshot. When Haruko heads off into battle, leaving Amurao behind, he's reduced to screaming the trope title at her as she departs.
  • In Digimon, this is the last thing Puppetmon (AKA Pinocchimon) says before his demise. He spent much of his time tormenting the Digi-Destined out of envy beforehand, due to Cherrymon telling him they have something he lacks. Cherrymon explains postmortem that what they have are friends.


 Frank: Look at the way Brandy's fawing over Roger. It's just disgusting. Take away his height, his good looks, his bulging muscles, his piercing eyes, his perfect teeth, his rock-hard abs... What does he have that I don't?!

Ralph: "Brandy."

Film (Animated)

  • In Rock-a-Doodle, a jealous Goldie Pheasant makes this comment while complaining about how "The King" has become a star and she's still stuck in the chorus. Her boss, Pinky, doesn't miss a beat: "A voice!"

Film (Live Action)

  • Manhattan Murder Mystery

 Larry: I mean, take away his fake tan, his capped teeth and his Cuban heels and what have you got?

Carol: You!

  • Don's Party:

 Mal: I want a bit of sausage. What's he got that I haven't got?

Susan: Sex appeal.

 Neil Kellerman: Last week, I took a girl from Jamie, the lifeguard. And he said to her, right in front of me, "What does he have that I don't have?" And she said, "Two hotels."

 Walter: I mean, Max is rich, successful, handsome and talented, after all. What's he have that don't?

Anna: Walls.

  • Holy Matrimony. Ezekiel has just caught Havana cheating on him.

 Ezekiel: What does he have that I don't?

Havana: Nothing! About twenty hard years. Strong arms. Kisses great. It was the usual bar pickup stuff.

Ezekiel: What about the real husband stuff? What about that?

Havana: What is that?

Ezekiel: Can you trust him? Does he pray? Is he kind to plants and animals? Is his heart golden? Isn't this what a real husband supposed to be?

Havana: I think I'm gonna be sick.

 Cowardly Lion: What makes the hottentot so hot?

What puts the "ape" in apricot?

Whadda they got that I ain't got?

All: Courage.

  • In the rather obscure 1956 French film Plucking the Daisy (En effeuillant la marguerite) Agnes Dumont (Brigitte Bardot) needs to come up with money in a hurry and decides to enter a striptease contest, with a mask on her face and using the pseudonym Sophia. His boyfriend is becomes interested in the mysterious Sophia. At one point, Agnes exclaims: "What does she have that I don't?"
  • The Brady Bunch Movie:

  Jan: [after being tossed out by a modeling agency] Why does everyone always choose Marcia?! What does she have that I don't?!

Live Action TV

 Barney: What does Carlos have that I don't?

Robin: A date tonight?

 Emma Peel: I must say, I can't wait to meet Oyama, "The Tall Mountain".

John Steed: What's he got that I haven't got?

Emma Peel: A hobby.

John Steed: Archeology, philately, knitting?

Emma Peel: Splitting doors.

 Charlie Harper: How does he do it? What does he have that I don't?

Alan Harper: Well, judging from first impressions, a genuine love of children and bladder control.

Charlie Harper: That was a cheap shot.

Alan Harper: I take them when I can.

 Michael Kelso: What does he have that I don't? I mean, I have the three things women want: I'm hot and I'm smart.

Donna Pinciotti: That's two things, you moron.

Michael Kelso: Nuh-uh, hot counts twice.

 Cliff: What's he got that I ain't got?

Carla: Would you like that list alphabetically, or in order of importance?

  • When Ann leaves Andy for Mark on Parks and Recreation, Andy asks her this. She is somewhat aghast that he doesn't realize how self-evident the answer is, what with Mark being city planner and Andy being homeless and jobless. This ultimately causes Andy to get his regular job as a shoeshiner in the hopes of impressing Ann.
  • In the X Files episode "Hollywood A.D.", Mulder and Scully attend the premiere of a film very loosely based on one of their cases. The movie versions of Mulder and Scully have sexual tension ("Is that your flashlight, Mulder, or are you just happy to be lying on top of me?"), but in the end, movie Scully hooks up with Assistant Director Skinner. When movie Mulder protests "What's he got that I don't?" she replies, "Bigger flashlight."
  • Mash episode "Margaret's Engagement":

 Frank: What's he got that I haven't got?

Margaret: Lips.

Frank: Lips aren't everything!


  • "What's He Got" by The Producers[1].


 You seem to think Miss Turner hits the spot;\

But what has she got that I haven't got?

  • In Cole Porter's Out of This World, Juno's List Song "I Got Beauty" uses this line in its verse.
  • In the Broadway version of The Lion King, Zazu lights up Scar a bit more than he does in the original movie:

 Scar: What did my brother have that I don't have?

Zazu: Do you want the short list or the long?

Scar: ...whatever.

Zazu: Well, he had a loving family--

Scar: *grunt*

Zazu: --adoring subjects--

Scar: *groan*

Zazu: --a devoted queen--

Scar: That's it, I need a queen!

Video Games

Web Comics

 Clonetrooper 1: I mean, what's he have that I don't?

Clonetrooper 2: Well, and this is just for starters, the wookiee penis is about as big around as my thigh.

Western Animation

 Dot: I'd be a great model. What's Christie Brinkley got that I don't?

Yakko & Wacko: Billy Joel.

 Daffy: (flattering a studio cop) What's Errol Flynn got that you ain't got? (to audience) Don't answer that!

    • "Daffy Dilly":

 Daffy: (breaking from interrogating a butler like a detective) What's Humphrey Bogart got that I ain't got?

 Beezy: What's Jimmy Two-Shoes got that I don't?

Heloise: A brain?

 Helga: What's she [Ruth Mac Dougal] got that I haven't got?

Phoebe: Let me check my list: Long slender legs A dazzling smile. Shiny chestnut hair.


  1. no, not The Producers
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