- Bobo Haha: Do you ever wonder what sick twisted Providence flunky decided to name this base "Paradise?"
- Dr. Holiday: We have a situation, Weaver.
- Weaver: *You* have a situation. I'm up to my neck in maintenance, and inventory. You people just can't *barge* in here unannounced.
- Dr. Holiday: Actually,we *can*! This base exists for the *sole* purpose of offloading Rex's surplus nanites! You know communications black out in storms like this.
- Weaver: Half my equipment isn't even back online. So you have to turn around and come back when...
- Bobo Haha: [Bobo and Six aim their weapons at Weaver] Think again pal!
- Dr. Holiday: [as everyone is fighting] STOP! Need I point out that this isn't the best place for a fight. Anything happens to that storage tank and you'll know why Providence made this place so remote. Now let's just talk this out calmly, rationally.
- Biowulf: Whatever happens here, Weaver. It's nothing compared to what Van Kleiss would have done to you.
- Rex: [as Rex is absorbing nanites] Six wait! I can hear them!
- Dr. Holiday: [Watching from the ship] What are you waiting for, Six? Take the shot!
- Rex: [Speaking mechanically] Build protocol enabled. Command error detected. Abort. Abort. Stand by engaged.
- [Rex falls. His voice reverts to normal]
- Rex: Take the shot.
- Agent Six: He told me he could hear them.
- Dr. Holiday: I picked this up during the offload... It's Nanite. I'm sure of it.
- Agent Six: Seems there are more secrets inside that kid than we realized.