Generator Rex

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This is a list of quotes from the popular, yet cancelled animated television series Generator Rex. A video game and several chapter books were produced.

The series supposedly "concluded" with its third season, despite leaving many questions unanswered and crucial elements unresolved before the two-part series finale.

Season One (2010-2011)[edit]

The Day That Everything Changed[edit]

Bobo: Wheels or wings?
Rex: Wheels, I wanna tear something up.

Agent Six: He just needs more training control of those emotions.
Dr. Holiday: He's a teenager that's like asking you to get a different color suit!

String Theory[edit]

Biowulf: Master, we had a situation at the safe house. Meecham is cured. It was Rex.
(The camera zooms in on Van Kleiss whose expressive vindictive indeed)

Beyond the Sea[edit]

Rex:I don't know what your 24/7 is but mine is 10% OH YEAH! And 90% ah no."

Rex: Outta the way!
Circe: Uh!
(Rex and Circe both crash to the ground)
Rex: Are you okay? Did you see that awesome save?
Circe: Sorry, I was busy trying not to get tackled by some nitwit.
Rex: Yeah? How that work out for you? And who still uses the word "nitwit"? I'm Rex.
Circe: I'm leaving.

Noah: Oh, you have got it all messed up. Falling for some girl? We're supposed to make them dig us. Not the other way around.
Rex: I don't know. There was something different about her. She's...right there. Later.

Circe: Why are you following me!?
Rex: Uh, I don't know exactly.
Circe: Do you think I'm playing!?
Rex: Well, if you are I'm down for another game. I thought maybe we could hang out. It is spring break, you know. Fun
Circe: I'm with my family. We're not really for fun.
Rex: What!? Who comes to the beach and doesn't have fun?
(Circe raises her hand)
Rex: Don't you think that's a little messed up?
Circe: Maybe a little.
Rex: So?
Circe: I'm Circe.

Rex: Definitely better than my suggestion.
Circe: Hunting for seashells is fun.
(both laugh)
Breach Guy: You two skid-marts up for a race to the beach?
Circe: Well, if you drive as badly as for play volleyball, we could probably walk there and win. You're on, meathead.
Rex: So you were watching me play.
Circe: Maybe a little.
Rex: sure you wanna do this?
Circe: Thrill me.

Biowulf: explain!
Circe: Relax. I was covering. Every day when I'm at the end of that jet i when I could hanging out with the other kids, it's starting to look suspicious.
Biowulf: You're not here for vacation, girl! You're here to prove yourself to Van Kleiss. And I'm starting to doubt you can.
Circe: I told you. It's a done deal.
(The shadow of her tubular sonic mouth is seen)

Rex: Circe?
Circe: You really shouldn't be here right now.
Rex: I heard something coming from over here.
Circe: I'm serious, Rex. It's not safe.
Rex: What you think some sort of road-wave is gonna knock off and- Oh.
Circe: There you are. Get out of here, Rex!
Rex: Circe!! What are you doing!?
Circe: Me!? What are you doing!?
Rex: Right now, my job. Okay! Don't freak out.

Circe: You're an E.V.O.?
Rex: You catch on fast.
Circe: Takes one to know one.
(Shows Rex her fleshly sonic mouth)
Rex: No way.

Circe: Cover your ears!
Rex: What!?
Circe: Your ears! Cover them!
(Projects her tubular, fleshy mouth and emits strong hypersonic bursts)

Circe: Did I hurt you?
Rex: Yeah. It was awesome. You were the one making that sound.
Circe: I'm glad you're OK, but I'm in serious trouble. I have to go deal with it.
Rex: Why are in trouble? Is it because of that E.V.O.? Let me help you.
Circe: No. I have to do this by myself.
(Rex takes a hold of her hand)
Rex: Meet me later.
Circe: Rex... (Looks away sadly)
Rex: I've never met anyone like me. It'd be nice to talk to an E.V.O. who's not, you know, trying to kill me. Nine O'clock?
Circe: I'll try.

Circe: You're only here because you heard my call. It's what I do. I'm like a big E.V.O. magnet.
Rex: I came because I thought we had a connection. And what are you calling? Nothing's out there but big, ugly sea monsters.
Circe: It's them! You have to go! Rex, please! I don't want them to see you with me!!
Rex: Who? Your parents?
Circe: They're not my parents. They're...
Rex: The Pack!? Van Kleiss' guys!? Your with them!?
Circe: Yeah. I'm with them.

Biowulf: We're running out patience with you, Circe! You have one last chance! Summon the E.V.O.! Finish the job!!
Circe: Don't you think I've been trying? Every day for the last week? Sometimes these things take time.
Rex: It is just me or do you use your powers to kill all the guys you meet? You're letting her go, now!
Biowulf (laughs): So this is who you been wasting your time with. She's on her own free will, Rex.

Rex: Circe?
Circe: You have to leave me alone, Rex!! Please!

Six: Go after her. I mean it.

Rex: The Pack!? Are you serious!?
Circe: To the rest of the world I'm a freak! Not to them!
Rex: You're not a freak to me! What about that?
Circe: What about it!? Spring break is fun, but we can't live there, Rex. The real world...
Rex: In the real world, I work for Providence. You could come with me. Could you cut out that noise for a second!?
Circe: No, I can't! I'm running out of time! Most people on this planet what E.V.O.s gone, including Providence! With Van Kleiss, I have a purpose; a home. You don't what that means to me.
Rex: Actually, I think I might.
Circe: So what are going to do?
Rex: How about fight that big, ugly sea monster again?
Circe: Finally! It's what I came here to do.
Rex: You've been calling that thing, haven't you?
Circe: It's my initiation into the Pack. I was brought here to capture it.
Rex: By yourself!? The two of us could barely take it on! There's a resort here; innocent people! Send it back!
Circe: That's not an option, Rex. Van Kleiss was very specific.
Rex: Then I'm helping you.
Circe: That's not an option either!!
(Blasts him with her hypersonic waves)

Circe: If I do this myself, I'll have a life! If I don't, Van Kleiss won't be happy. And you've seen what he does when he's not happy.
Rex: If I don't help you, he won't even get the chance!
Circe: Give me some credit, Rex! I'm not as helpless as you think!

Rex (uses his B.F.S. to stop the monster from crushing Circe): I don't care whose side your on, Circe. I don't want to see you die. Can we at least agree on that?
Circe: You have no idea what I'm in for, Rex. But you're right. I can't do this by myself.
Rex: You're not as helpless as you think.

Circe: Rex, you stopped it.
Rex: We make a good team, huh?
Circe: Yeah, we sure do.
(She and Rex lean in closer, about to romantically kiss, but are interrupted by Biowulf)
Biowulf: This trial was for you alone. Van Kleiss will not be pleased.
Rex: Forget them, Circe. Come with me. Providence could use you.
Circe: That's just not my life, Rex. I'm sorry. I did have fun.

Van Kleiss: We had high hopes for your abilities, Circe. Failure leaves its mark on yet another pretty face.
Circe: I'm not afraid.
Van Kleiss: Of course not. You're a survivor, like all of us. I understand you made a friend during your trial. I'm pleased. Rex is very important to me, Circe, which makes you very important to me as well. Welcome to the Pack.
(Circe looks slightly worried, which clearly indicates that she does have real feelings for Rex)
Note: Rex encounters his love interest/sweetheart for the first time.


Holiday: Rex, no!!
Rex: Give me one good reason!
Holiday: Because, Rex, that's my sister.
Rex: Can
Holiday: she's an incurable.

Leader of the Pack[edit]

Holiday: Looking for Van Kleiss?
Rex: Circe. I thought I saw her in the blimp.
Holiday: That's the girl you met in Cabo Luna.
Rex: She may be with the Pack now, but I think I can still get her to talk to me. You know I can be pretty convincing.

Van Kleiss: It's quite all right. The determination of youth. I'm sure Circe will be disappointed she couldn't see you, Rex. She's attending to other duties this evening. Now if you will excuse me.
Rex: Are you really here!?
Van Kleiss: The people of Abysus have a great way to offer the world. I'm just in part to make that known.

Rex: Circe? Interesting look. Want to tell me what's going on?
Circe: Not today.
(Knocks him out cold with a metal slate. She later looks outside Rex's prison cell and leaves, with a slightly guilty, dejected expression for having hurt Rex)

Rex: Well, thanks for nearly bashing my brains in back there! And what's with the "knocking me out" thing?
Circe: We just needed to keep you out of the way until all of this was over.
Rex: This!? He could destroy the whole city!
Circe: He's trying to negotiate peace from a position of strength.
Rex (sarcastically): Oh, yeah! All this nanite power is just screaming peace.
Circe: His methods may be aggressive. But he's here to save us...and you. Come on, Rex, jump in with us. The water's fine.
Rex: I'll think about it after I've stopped Van Kleiss.
Circe: It's too late for that now, Rex.

Van Kleiss: We will not be ignored! Circe understands this. Why don't you respect her judgement?
Rex: You think you can lure me in with her.
Van Kleiss: Like a fish to water.

Rex: I won!
Van Kleiss: It seems you have. Your parents would have been so proud. I never had the chance to tell you about them, have I? Perhaps another time.


Rex: This is...different.

Dr. Holiday: What is Van Kliess up to, Breach! Where did he have you send Rex?
Breach: Van Kleiss isn't always in charge of me. Sometimes I do what I want; like now.


Quarry: Come on, Rex. (holds up Rex's journal) We both know this is what you really want. So go ahead take it. Walk away. Show them who you really are. You were always very good a taking care of yourself. Why should now be any different?
Rex: (Cuts journal in two) Whoever I was back then, is not who I am now not anymore.
Quarry: Your choice.

Rex: It's over, Quarry! You lose!

Sqywwd: I hope you don't expect us to thank you.
Rex: No. Providence won't bother you unless you do something stupid.
Cricket: We'll be fine. Thank you, Rex.
(Kisses him on the check)
Tuck: Don't forget about us, Okay?
Rex: That may be a promise I can't keep. (Flies off on his Boogie Pack)

Rex: It's going to happen again, isn't it? I'm going to blank out. How long do I have?
Holiday: I don't know, Rex. It's likely triggered by a specific event; something traumatic.

What Lies Beneath[edit]

Circe: Rex, it's me.
Rex: Circe? What do you want!?
Circe: Things in Abysus- they're bad, Rex. I need your help.
'Rex: Oh, well, how do I put this nicely? Not a chance! You made your choice, Circe! I made mine! End of story!
Circe: Please, Rex. I know you're mad at me, butt his is a matter of life and death.
Rex: A lot of things are right now. Nice talking to you.
Circe: Rex!?
(Looks crestfallen)

Holiday: She's very pretty.
Rex: She works for Van Kleiss! she's the enemy.
Holiday: But you still like her, don't you?
Rex: I am not talking about this!

Circe: Rex, thank you.
Rex: I'm not doing this for you. But...your welcome. (Circe similes hopefully) So what exactly am I supposed to do?
Holiday: When I said you were the key, I meant that literally. According to the plans, the machine needs to be turned on a molecular level.

Rex: You lied to me!!
Circe: You wouldn't have come if I told you the truth.
Rex: This wasn't about you needing me!! This about you needing Van Kleiss!!
Circe: I need you both. Please, Rex, you don't understand.
Rex: No!! You don't understand!! Van Kleiss is gone and I intend to keep that way!!
Biowulf: You destroyed us all!!
Six: Don't even breathe.

Circe: You don't know what you've done.
Rex: Then, I guess we're even.
Circe: You've never understood his power. Van Kleiss kept us safe here. His force was the only thing keeping Abysus together, and you destroyed that.
Rex: We're done here!!
Holiday: Rex, I think she's right. Nanites operate on a molecular level. If they bonded with Van Kleiss, breaking off his connection must have caused a splinter; resulting in a disastrous chain reaction.
Rex: I'm not bringing him back! Not now, not ever!! Besides, you don't need Van Kleiss! You have me!! Why not go straight to the source?!
Holiday: Rex, no!
Six: Stand down! It's too dangerous!

Rex: Let go of me!!
Holiday: If you keep fighting these unstable nanites, they're going to destroy you!
Rex: And if I don't they'll destroy everybody else.
Holiday: Not if you listen to me! I have an idea. It's a long shot. Instead of fighting the nanites, communicate with them.
Six: You want to talk to the nanites?
Holiday: He's done it before.
Rex: Never anything this big.

Rex: I got you! Don't let go!! (Rex struggles to save Circe from falling as she clings to him; tears fill her eyes). Circe!! (as she falls into the black goop of highly unstable nanites)

Rex: Circe! Six! Dr. Holiday! Okay, you win. (technopathically starts the machine). Something's...not right.

Rex: Circe! Come on, breathe!
Circe (coughs weakly): Hey.
Rex: Hey.

Rex: Stay with us, Circe. Van Kleiss is done.
Circe: As much as I care about you, Rex, Van Kleiss and the Pack are my family. They took me in when no one else would. I can't abandon them.
Rex: So that's it. We're always going to be on opposite sides.
Circe: It does keep it interesting.


(In the realm of Abysus)

Van Kleiss: Humiliated, depowered. All but destroyed. Hardly the new world I set out to build is it?
Biowulf: Master, a spy has made contact.
Van Kleiss: Well?
Spy: Everything is in place.
Van Kleiss: And the boy?
Spy: He's here.
Van Kleiss (to his loyal followers): Soon our greatest enemy will be buried! Providence itself will be destroyed, and we'll have Rex to thank.

Noah: Again with the Smack Hands. You always open with that move. Change it up a little.

Van Kleiss: It seems you may have run out of tricks, or you know it would only be a matter of time. I've had a fair amount of time on my hands. (Restrains Rex with his gauntlet) You took something very precious from me, Rex. And now I'll be returning the favor.
Rex: If you want my monkey you can forget it.
(Van Kleiss starts draining nanites from Rex, causing him to squirm and scream in pain)
Van Kleiss: It might come as a surprise that when you stole the nanites that gave my powers, you left some of your behind; enough to tell me a few of what makes you tick. (Rex tries to summon a build, but nothing happens) You'll that find using your powers will be something of a challenge. The nanites that you so special belong to me now.

Season Two (2011)[edit]


Holiday: Rex why aren't you fixing that shield regulator?
Rex: Hint. You may remember him from such schemes as destroying Providence headquarters, and trying to take over the entire Earth.
Holiday: Van Kliess, in there? You're right. You should investigate after you fix the shield.
Rex: Then it might be too late.
Holiday: She's there, isn't she?

Rex: Here comes the moment when our brave hero sweeps the girl of her feet! Literally!
Biowulf: Don't let him.
Circe: Hey! Let...
Rex (with Circe in his arms): See you around, henchie!
Biowulf: Follow them.

Circe: Down, now!
Rex: Not till we hear each other out.
Circe: Sure! I'll go first. (Breaks the Bogie Pack with her ultrasonic bursts, causing them to fall)
Rex: Oh, great. Way to go, Circe.

Rex: Our hero pursues the girl of his dreams, heedless of her attempts to break his heart...along with the rest of him. Circe, just me one minute, okay? Look, no powers!
Circe: One minute! But if this about leaving the Pack...
Rex: Please. I'm way past that. There are bigger things going here than who you hang out with.
Circe: Fifty seconds!
Rex: I wasn't sent here to spy on you. I'm here to stop these things from ever getting out.
Circe: Forty! Why are you telling me this? You know who I am!
Rex: You've seen the things that live here. Whatever deal Van Kleiss is going, it's going to turn out bad for everyone.
Circe: Thirty seconds!
Rex: I do know who you really are, Circe. Just once think for yourself. Maybe your prefect leader could actually be wrong, maybe even a bit crazy, nuts, certifiably insane!
Circe: Shut up!! Twenty! Talk about blinded. Did you ever wonder why Van Kleiss is so interested in you?
Rex: Oh, I don't know. Maybe he wants me dead?
Circe: Not anymore. Something has changed, Rex. Ever since you got your powers back, I hear him talking. Says you have something that's the key to everything. I know it, Rex. He'd never let you be killed.
Rex: Never, huh?
Circe: Time's up!
(Knocks Rex unconscious with a good kick)

No-Face: Defiler! Give him to us!
Van Kleiss: Now do you believe I can deliver what I say? Will agree to my leadership?
No-Face: We agree to it! Give him to us! NOW! NOW! NOW!!
Circe (very shocked): Van Kleiss, I didn't bring Rex here so that you could-He'll kill him!
Van Kleiss: Never forget how I found you, Circe. What you were...before. He's yours.
(Circe is horrified; tears well up in her eyes)

Rex (weak and badly hurt by No-Face): Is this what you wanted?
(Falls unconscious)
Circe (tearful, pleading): Stop this! Please! You need him alive!!
Van Kleiss: Alive, yes. Heart pumping, lungs breathing, but his mind? The less there's left of that the better. Circe, I warn you: Lift so much as a finger to help him, and you're finished!

Circe: You, Biowulf, even me. We're all just means to an end for him. He doesn't really care any of us.
Rex: So you finally figured that out. Better late than never, I guess.
Circe: It's not too late! Not if I have anything to say about it! (Extends her fleshly and grotesque E.V.O. mouth)
Bobo: Whoa! Whoa! There are some of us who might not like the sound of whatever you're about to do!
Circe: I'll adjust the frequency to exclude friendly E.V.O.s
Bobo: Does that include me?
Circe: For now.
( Uses her melodious, hypnotic singing to call back the E.V.O.s escaping)
Rex: I thought you said you could filter it.
Circe: It's not an exact science.

Circe: Van Kleiss.
Rex: Breach'll get him out...eventually. But right now he's in there, you're out here. You'll no longer have a better opportunity to consider your options. (Notice the two of them holding hands and let go, blushing)
Bobo: What is it stealing from our own people that's so dang satisfying?
Circe: You forget to remove the tracker. I'm not going to Providence.
Rex: Doesn't matter where you go. All that matters is that you want to go there. That said. I hear Hong Kong's nice this time of year.

Divide By Six[edit]

One: [Speaking through Rex] Six.
Six: One?
One: You left this place, quit life as a mercenary and so rarely returned to visit.
Six: I did what I felt was right, I never meant to dishonor.
One: So rarely, that I never had time to tell you how proud you've made me.
Six: [Takes off his glasses for the first time in the series] We're going to help you. We're going to take you home.
One: But Six, I am home. [Rex falls unconscious while One's body starts changing. Eventually his body dissolves and fertilizes the entire island to its former splendor]
Six: He's still One. He's just one with everything.

Mixed Signals[edit]

Cesar: Rex? Is that you?
Rex: Who's asking?
Caesar: It's me, Cesar. Your brother.

Caesar: Your name is Rex Salazar. Our parents are Violetta and Rafael. The last I saw you was at the research lab in Abysus; back when those fools triggered a replication cycle.
Rex: And I have total amnesia, so for all I know, that could be completely bogus.
Caesar: There's a scar on the back of your left knee you got when you were seven.
Rex: I always wondered where I got that.

Rex: I want to know about me, about our parents.
Caesar: They were scientists. We lived all over the world. Things settled down when you came along. That was in Geneva.
Rex: Wait a second. Are you telling me I'm Swiss?
Caesar: Not really. Mother was born in Mexico City, Father in Buenos Aires.
Rex: And they're really...gone? (Caesar nods sadly)

Biowulf: What was that machine it flew off with?
Van Kleiss: A laboratory. One I thought I'd never see again. It seems an old friend has returned-Caesar.

Written in Sand[edit]

Van Kleiss: You don't have an investigative bone in your body, do you? So headstrong...just like your mother. (Rex is silent) Oh, you don't like that do you? That I know more about you than you do.
Rex: Skip the head games. Isn't exactly a good time.
Van Kleiss: No. But perhaps it is time for some truth. We may perish here, Rex. Ask me anything about the past and I'll answer it.
Rex: [Looks at his own slowly fossilizing body] Sell it somewhere else, I'm not buying. [Walks away]
Van Kleiss: So the great and powerful Providence has finally come through on their promise to help you remember your past.
Rex: Something better. Someone who was actually there at the Nanite Event.
Van Kleiss: Ah, your brother, Cesar. [Rex stops] [Laughs] I've been following you both very closely since his miraculous reappearance. Even if you don't want to hear what I have to say, this one's for free: Do not place your trust in Cesar. He's not the man you believe him to be.
Rex: [Creates his BFS and holds it at Van Kleiss' throat] What are you getting at?!
Van Kleiss: Ah, that's not how this works, it isn't my turn. Quid pro quo, Rex, if you want to know more. Why don't you start with something simple? Rylander's Omega Nanite, I know it's inside you.

Rex: Back to back!
Van Kleiss: What?
Rex: Haven't you ever read a comic book? Back to back!

Rex: Van Kleiss, meet the psycho computer who calls herself-
Van Kleiss: Zag-RS?
Rex: How do you know that? [Zag-RS notices them and attacks them] You know Zag-RS?! How?!
Van Kleiss: She was designed as a decontamination program at the original nanite laboratory. Her task was to destroy any rogue nanites that escaped the holding tanks.
Rex: She did a great job! Her designer should be taken out and beaten by a tendril.
Van Kleiss: Cesar designed her.
Rex: I'm gonna have to have a chat with my brother once this is over!

Night Falls[edit]

Rex: If she's not really our grandmother, why are you calling her aubuela?
Caesar: There may not be a biological connection but she practically ran the entire town. When you were a boy, you spent every summer here.
Rex: I wish I could remember...or any of this.

Hard Target[edit]

Rex: It's Breach! She's...
Circe: Messing with you, Rex. Did you actually see on her the other side?
Rex: Well, no but...OK, why Hong Kong?
Circe: Because it's on the other side of the world, because she's seriously messed up.
Cricket: Kind of like our place.
Circe: Trust me. She's back in Abysus laughing it off with the rest of the Pack. Besides, I'm not that easy to find.
(Removes a white towel, to reveal her black hair partly dyed a deep plum and a dark gray overall dress)
Rex: OK, Rex. Bad intro. Take a do-over. Like the new look.
Circe: Wow. A compliment.

Breach: Hey, girlfriend.
Circe: Get out of here, Breach!
Breach: But Van Kleiss has so been wanting to chat.
Circe: Then deliver a message for him!
(Uses her ultrasonic bursts on Breach, who creates a portal behind her, knocking her out with her own sonic abilities)
Rex: Let her go, Breach!!
Breach: Oh, sorry, Rex. She's gonna save my skin. "V.K.'s tough on failure," remember?
(Teleports away with an unconscious Circe on her shoulder)
Rex: NO!!

Rex: You can come out now. I got that creeped out feeling.
Breach: Peek a boo.
Skwydd: It's her! She took Circe.
Rex: But not to Van Kleiss. You never went to Abysus, did you? You slipped her into your little pocket dimension. Let her go, Breach!
Breach: And I agree to that...why?
Rex: Because you wouldn't want Van Kleiss to see this. I'm thinking a trade is in order.
(Breach releases Circe)
Circe: I hate you, Breach.

Note: Rex develops the Block Party, which lets him to erect an incredibly powerful light blue shield out of super-energized atoms and nanites.

Lions and Lambs[edit]

Van Kleiss: This is unacceptable, Breach. I need you to concentrate.
Breach: It hurts.
Van Kleiss: Think of what I'm trying to achieve here. I cannot fail. (Breach screams in agony and collapses). I'll return when it recharges and we'll start again.

Rex: No! No! No!! Do have any idea what you just did!? Breach, wait!
Breach: LIAR!!

White Knight: I wanted to believe you, Rex, but this is too important. She can't be controlled.
Rex: Control. Her...powers are back on. Van Kleiss.

[Rex and Breach are about to be engulfed by Breach's out of control time portal]
Breach: I don't know if any of this was real. But it was nice having a friend for a while. [Rex smiles, Breach hugs him as they dispensary in the golden time portal]

Black Knight: Thank you, Rex. It was a little bright for my taste. White Knight is no longer associated with this organization.
Rex: He quit?
Black Knight: He...attempted a hostile takeover and failed. Can I get you anything? Water? A snack?
Rex: I don't want a snack! Where's Six? Where's Holiday!?
Black Knight: This must upsetting to you. But from I understand, you've been in situations like this before.
Rex: Who are you!?
Black Knight: Someone very happy to have you back. Call me Black Knight.

Season Three (2012-2013)[edit]

Back in Black[edit]

Caesar: You really shouldn't be here, hermano.
Rex: The petting zoo, the worm, my monkey practicing good hygiene? You're using that thing to control my friend!!
Caesar: He's still the same Bobo you know and love. He just need a few boundaries.
Rex: He's not the same! And neither are you! You should hear yourself!
Caesar: Making the world safer isn't possible without some form of control. And you'd better get some control of yourself, miho.
Rex: Or what!? You'll use that thing on me!?
Caesar: Open your eyes to all the good we're accomplishing. Isn't this better than smashing things with your giant fists?
Rex: That's combat! I protect people and property! OK, property, not so much, but this!? If you can't see the difference than maybe I never knew you at all!!
Caesar: It doesn't matter. I have work to do.
Rex: So do I!!
(Uses his Smack Hands to smash everything around him)
Caesar: Rex, stop!
Black Knight: Snooping around, Rex? See, that's another one of my boundaries.
Rex: White Knight may have had his issues but he never resorted to anything like this!!
Black Knight: I never planned to do this, Rex. But you've become a danger.
Rex (shocked): Caesar, think! You can't do this!!
Caesar: Of course I'm thinking. This is the logical conclusion to what we started.
Rex: The logical...!?
(Caesar blasts the mind-control laser, causing Rex to scream and groan in pain)
Caesar: Sorry, Rex. You'll thank me later.
Rex: You better believe I will!!
Black Knight: What's taking so long?
Caesar: He's fighting it! His nantic energy is spiking off the scale!
Black Knight: Boost power.
Caesar: It's not safe to...
Black Knight: It's for the best.
(Caesar increases power, causing Rex's nanites to go haywire as a tear fall down his cheek, heartbroken about his own brother betraying him)

(Manages to overpower the mind-control machine, much to the surprise and wonder of Caesar and Black Knight)
Rex: You just drew a line in the sand, bro! (runs off)
Black Knight: You better have a backup.
Caesar: The prototype. Not portable but more than enough power, even for him.
Black Knight: Get it ready.

Black Knight: (after Rex was tranquilized) Excellent work. Take him to the lab and make sure he is secure.

Crash and Burn[edit]

Rex: They had weapons.
Bobo: Last I checked, so did you!
Rex: Not wile I'm on my bike. I'm strictly one at a time.

Six: What's stopping you?
Rex: Not sure exactly.
Six: What have I been teaching you? Think on what you want and make it happen. No excuses.

Note:' Since this episode, Rex can create and use two builds simultaneously.

Heroes United, Part 1[edit]

Caesar: Now where are you? So it is you. This is most disturbing.

Ben: You know the friend you care about!? Well, I have a cousin, a grandfather, a best friend that I care about!! They don't exist here! I may never see them again! I'm totally alone! So go ahead! Do your worst.
Rex: Maybe we can help each other.

Rex: I'm curious how big brother knows about something from a parallel dimension.
Caesar: Becasue I sent it there. In the early days of the Nanite Project, our goal was simple. Construct microscopic machines to cure diseases,grow new cells, regenerate bones. They was a control issue. Some thought a human-machine link was the answer. Others proposed that the machines control themselves. I was in latter cam. I developed the Alpha to control other nanites. To maximize its effectiveness, I had to program Alpha to think for itself.
Ben: Does a low explanation mean something bad on your Earth too?
Rex: Yep.
Caesar: Alpha developed its own consciousness. It evolved into a unique life-form. It wanted a body, but whatever it built burned out. So when Alpha attempted possessing living this, Alpha had to be eliminated. So I built a dimensional disruptor.
Ben: Looks like a Null Void gun. We got some like those back home, too.

Heroes United, Part 2[edit]

Alpha: The nanites in those creatures. They are different, powerful. Your nanites are weak. I have no use for you. Where is the boy?
Holiday: His nanites are off limits!!

Rex: My brother!? Look around! He's not here!
Alpha: The father is redundant. Now that I found you.

Alpha: I cannot merge! What makes you so special, human? Yes. You shelter an Omega.

White Knight: Don't let it get to Rex! If it drains his nanites-!
Diamondhead: Game over. I get it.

Rex: My most powerful builds came from the Omega nanite. A lot of people are going to get hurt and I can't stop it. What happens when the best you can do just isn't enough?
Ben: You get an Upgrade.
Rex: Weren't you listening? Alpha has the Omega.
Ben: I'm not talking about a nanite.
(Transforms into Upgrade)
Rex: Hey, what are you- [Upgrade merges with Rex] Whoa, okay, that feels weird. [Upgrade covers Rex's body like a suit] Wow, what supposed to happen now? [Upgrade's head appears on Rex's left shoulder] Uh...don't do that, you freaking me out!
Upgrade: Build something!
Rex: [Builds a Smack Arm, which is modified by Upgrade] Sweet, so what's the plan?
Upgrade: You build stuff, I make it better. Fight fight fight, we win!
Rex: Works for me! [Rex builds a Boogie Pack and blasts off]

Alpha: Organics who rely on machines for their power, I don't need. The machines themselves, now those I will have.

Riddle of the Sphinx[edit]

Guranset: The boy controls the engines of life? It can't be.

Guranset: Father told me of you, Rex.
Rex: What? How do you know my...?
Guranset: I see now this is a world of lies. You and I have no place in it.

Holiday: Those priceless artifacts. And we still don't know who created Guranset.

Guy vs. Guy[edit]

Rex: This means war.

Black and White[edit]

Caesar:I'm not helping the Black Knight do anything. I'm trying to fix things. The day everything changed. We never imagined what would happen when we released the nanites.
Rex: Release them!? You caused the nanite event!?
Caesar: It was the only way we were going to save the world.
Rex: You unleashed the worst man-made disaster the world has ever known!! You've ruined countless lives! How can you say that you saved anything!?

Caesar: Rex, stop! you're destroying my work!
Rex: Your work is done!! So are we!!

Rex: All of that was for that!? I got nanites, billions of 'em.
White Knight: Not like this one, Rex. This is a Meta Nanite. One of several. Hardwired into its design is a program for the original Dominion Code.
Holiday: Dominion Code? I thought that was a myth.
White Knight: I can assure you, doctor, it is very real. Each one gives its host control over different building blocks of the universe- matter, antimatter, elemental, space, time, reality. With the complete code, you can control them. And through them, you control everything. In sort, it's the God Code.
Rex: The Consortium want to be...gods?
White Knight: If it wasn't for the original Nanite Event scattering the Metas across the globe, they may have already succeeded. The situation has changed, people. Black Knight has been searching the world for the other Meta Nanites. She needs them all to complete the master program. As long as we're keeping her secret, she'll back off. But sooner or later, she'll be coming for this. So if you want to move on, forget what I told you.
Rex: You're not getting rid of us that easily, old man. My parents died for this. Black Knight wants war, war she gets.


Holiday: You cannot let him out of your sight, Rex. Don't you see why Black Knight wants him? He's the ultimate insurance against any E.V.O.
Rex: Not just

Black Knight: Since the search for Feakins is going nowhere, we have no choice but to become much more aggressive with Rex.

Assault on Abysus[edit]

Circe: Okay. They're gone.
Skywwd: For now. Get out of here, Circe. Run!
Circe: I'm not leaving you guys.
Skywwd: You can pass as human. Go before Providence gets you too!
Black Pawn: The girl! She's with them!
Skwwyd: Run!

Circe: I don't know. That's the hardest part.
Rex: You did what you had to do.
Circe: I left them there, Rex-our friends. Providence has to be stopped. Something needs to do something.
Rex: (puts his arms around Circe to comfort her) We are. I promise. I'm just glad you're alright.

Rex: Look, this can't be easy coming back here. I owe you.
Circe: Forget it. We're even. I used you in the past, now you and your friends are using me.
Rex: Is there a sort of problem between us?
Circe: There's...nothing between us, just the mission. I don't have good memories of this place. Lets just leave it at that, okay?

Rex: I have a plan. Lead them back.
Circe (concerned): Rex?
Rex: When I say "roll," roll.
Circe: What?
Rex: Roll!! Circe, sing. (Circe uses her ultrasonic blasts on the E.V.Os and beams at Rex). We always made a good team.
Circe: It won't hold them for long.

Rex: Go. I'll get the Master-Control Nanite. (Notices how worried Circe is about him probably not returning) This isn't Hong Kong. I'll be OK. I'll meet up with you soon.

Biowulf: They're turned out own people against us.
Circe: Let me see what I can do. (Uses her ultrasonic bursts on several collared E.V.O.S). So many.
Biowulf: You can't stop them once they're collared.
Circe: I can go down trying!
Black Pawn: Her sonics are disrupting the offensives.
Biowulf: If can't win, we'll take down as many as we can fighting.
Circe: This isn't one battle, it's a war. And we can't let it end here before Rex has the Master-Control Nanite.
Biowulf: What then?
Circe: Tactical retreat.

Rex: Providence goons are contained Biowulf. They shouldn't be a problem. And I got the Master-Control Nanite. Looks like mission accomplished.
Circe: Rex, I... (she and Rex cling to each other as the castle begins shaking)
Black Knight: Rex, order your friends to surrender. You're all under Providence custody. I knew it would be impossible to get the nanite from the heart of the original nanite infestation. So the solution was to remove it.
Circe: It's Hong Kong all over again.
Rex: No. We'll sneak about back...and then...And then.

Rex: They were counting on me. I don't want to leave them.
Circe: I did what I had to do. You do what you have to. But I only want you to know: All of this was never about me just using you.
(Finally reveals her true romantic feelings for Rex in the form of a passionate kiss. She then pushes a shocked Rex off the ledge, so he could escape; and her getting collared and captured in his stead. She smiled with tears in her eyes, promising that she would be okay.)

Rex (burdened by Circe admitting her intense love for him and sacrifice): We all make sacrifices for the things we care about; the people we love. But when the stakes are this high, who can we trust? What would that power do to anyone who had it?

Remote Control[edit]

Cricket: If you think we're going to thank you for getting us out of there, Quarry...
Quarry: I think you're going to do exactly as I say.
(Activates the mind-control collar on her neck)
Cricket: AH!!

Rex: Cricket, it's me! Rex! Used to a crush on me!?

Rex: Let them go. They'll lead us straight to Quarry.
Cricket: "Used to have a crush"?

Cricket: You know how collared E.V.O.s follow kind of like a robot. with these collars, it's worse. It's like you're a remote-controlled robot.
Rex: That is a nasty hack.

Quarry: Your friends are very valuable to me as are you.
Rex: Like the new look- strapping.
Quarry: Let's just say I had to find a way to "keep it together" after my visit to Abyuss. Just one more thing you owe me for and you know how much I like a balanced book.

Quarry: You'll be the crown jewel of my E.V.O. army, Rex. I may just make you my own personal slave.

Quarry: That collar suits you, Rex. Wish I had one for you back in the old days. Would've saved me a lot of trouble.

Rex: The arcade- all those kids.
Quarry: those brats were born to play games, which is what they think their doing. And I have your people to thank for the tech. That brother of yours is quite the wiz kid.
Rex: Caesar would never...
Cricket: Forget about Caesar, Rex! You know what you got to do!
Rex: These guys will shred you if I leave!
Tuck: We got this, Rex! Go!

Quarry: Consider the fact that you made me like this while I'm crushing you.

A Brief History of Time[edit]

Van Kleiss: So many lives. It's all a blur. I don't know who I am anymore. Only that I must sail onward, ever down the river of time. Never resting, always moving. Further draining my nanite reserve beyond my ability to replenish. And each reemergence I am pursued by the nameless force. I now know it's personal. I am a virus, an infection of space-time. Call it what you like. This is time's antibody. Whether I can born home or drowned in its current, this is my final journey.

Rex: Van Kleiss? All this for him? what, they're gonna put him in jail?
Holiday: It's Providence, Rex. That's their jurisdiction.
Caesar: No need to worry, little brother. He's going to be well supervised.
Rex: Caesar, what is going on!?
Caesar: Justice.

Black Knight: Do you know who I am?
Van Kleiss: Yes. I know who you are. It's been a long time. A very, very long time.

Mind Games[edit]

Scarecrow (as Circe): You promised to protect me, Rex! Where were you!?
Rex: Stop it!

Six: Rex, this what they wanted-to turn us against each other.
Rex: Yeah. And look how easy it was. We thought we were a team, but we're not. We're vulnerable.


(On videotape of the Salazar family)
Rafael Salazar: One day these things are going to change the world and you'll be there to see it.
Violetta Salazar: Cesar, please miquito. Stop working for a minute and hold the camera.
Young Caesar: Okay, okay.

Rocky My World[edit]

Beverly: I can't believe it! We're actually seeing the Trendbenders live!

Rex: Your sister is acting like your mother.

Target: the Consortium[edit]

Rex: Forget the Consortium! I know where we can find a Master-Control Nanite.
Six: Where?
Rex: Here.

Cesar: Trust me, hermano. We're doing the right thing.
Rex: You keep saying that but I don't believe it anymore!!

Rylander: Tell him, Cesar.
Rex: Tell me what!

Enemies Mine[edit]

Hunter: We get one more, then we get Rex.

Hunter: We know what you want No-Face. Work with us, then you'll get Rex. You'll get the chance to tear Rex apart; piece by piece.

No-Face: The one who controls machines. The one we've been waiting for.

Holiday: They did that to keep you busy.
Rex: Keep me busy from what?
Holiday: The Nanite Project. We just found out. While you dealt with the E.V.O.s, Black Knight managed to find another Master-Control Nanite.
Rex: Then it's time.

Endgame, Part One[edit]

Master-Control Nanite: Human.
Rex: What are you telling me? What do you want?
Master-Control Nanite: Complete, complete, complete.
Rex: OK, I get it. How?

Dr. Meechem: How exactly do you plan to get it out of him?
Black Knight: I have a suggestion-tear it out.
Rylander: It would destroy him.
Black Knight: That is none of my concern.
Cesar: The nanite is tied to his DNA. Simply pulling it out of him would ruin the nanite.
Rex: And me, too, remember?
Caesar: The only way this work is if we put him in the cyltron with the other Metas. It should extract automatically during the reassembling.
Black Knight: And if it doesn't?
Caesar: Good question.
Rex: Here's another one! Don't I get a say in this!? Isn't this the very thing our parents died trying to stop!!?

Caesar: Van Kleiss, leave us.
Rex: I really hate you.
Cesar: I know how this looks Rex.
Rex: But what? Because I have to just trust you? Is that what you going to say? Just help me...please.
Cesar: It may not seem like it, but I am.
Rex: Cesar...I'm scared.
Cesar: So am I, little brother. (Returns to the laboratory) This will all be over in a few minutes.
Rex: It's already over!! When I get out of this, I NEVER WANT TO SEE YOU AGAIN!!!

Aden-Scott: Should we go after them?
Black Knight: Let Providence have their weapon back. With our combined power, the world is ours.

Endgame, Part Two[edit]

Black Knight: Science has give a tremendous gift- nanites. We've seen what they can do; the good and the bad. But their true potential has been largely unseen until now. Our goals are varied-money, fame, power. You surprised I admit it? You'll never get far in life without wanting it all. And for those who might consider getting in our way, we'll let our powers speak for themselves. The world is ours...and no one can stop us.

Black Knight: I want you all in the briefing room in three minutes.
Peter Meecham: The world is being taken over by ex E.V.O. psychos and they still act like they're running a business.

Roswell: You nerds gave us a raw deal. I want a do-over.
Peter Meecham: A Do over?
Aden-Scott: What our colleague is saying is that our powers are remarkable to be sure. But we only have one seventh of what we were promised.
Rylander: You're asking a lot.
Peter Meecham: You're asking the impossible. You'd be lucky to survive the extraction.
Caesar: This is true. You may be powerful but you're not Rex.

Rex: What about the robot? The one I can build? Don't play dumb, Six.
Six: Come with me.

White Knight: I assume you're seeing what I'm seeing.
Six: White...
White Knight: Before you say anything more, Six, whatever agreement we had regarding this situation no longer applies. Am I clear?
Six: Understood.
Holiday: What was that all about?
Six: A second chance.

Holiday: It's incredible how something so small can have so much power. That thing could rip apart the very fabric of the universe.
Rex: It's still a nanite. I'm gonna talk to it.
Caesar: No. It's okay.
(The fully complete Meta Nanite comes to Rex, as if it were waiting for him, whose eyes and body glow with a pale blue aura).
Caesar: Rex, listen to me. The Meta Nanites; they could never work in anyone but you. Now in their purest state. Mom and Dad, we programmed them that way from the very beginning. All of this...was meant for you.
Six: What are you saying?
Caesar: As of now, Rex is the most powerful being in the universe.
Bobo: You hear that, kid? Don't let it get to your head.
Holiday: Rex, can you hear me?
Rex: Yeah, doc. This is pretty trippy. Not exactly sure what I'm supposed to do now.
Black Knight: You're a God, Rex. You can do anything you want.
Six: You know what you have to do.
Rex: You're right, Six. So are the rest of you. I can do anything I want. Maybe it's time for a revolution. Isn't that what you five wanted? A revolution? Well, welcome to it.
Noah: Is he going to be like this from now on?

Rex: Okay, little guys. I need you to do something for me.

Master-Control Nanite: What is your next directive?
Rex: I don't want anyone using you again. Ever. And that includes me. Deactivate.

(Rex runs to Circe and the two lovers share a close hug, happy to be together at last)
Rex: Are you...?
Circe: I'm OK. Normal but okay. I think you may have put yourself out of a job.
Skywdd: Yeah. What are you gonna do? Go to school?

Video Game[edit]

Agent of Providence[edit]

Bobob: Watch where you're going, Mister! (Sees Circe on the motorcycle). I mean, Missie!

Bobo: So, what's your E.V.O. chica been up to since she left Van Kleiss' pack?

Circe: Take this to Quarry. You know what he'll do to you if you fail.
Rex: Circe! Whatever Quarry's got you involved in, I can help you!
(Circe uses her sonic burst on him and leans in closer as if about to kiss him but stops)
Circe: Rex...don't.

Rex (thinking): I can't believe Circe's working for Van Kleiss again. After all I did to help her get away.

Circe: Give it. Now was that so hard? Van Kleiss will be pleased. He will reward you for your cooperation.
Quarry: And what do you get for your cooperation, little girl?
Circe: None of your business.

Van Kleiss: Well done, Breach. And did Circe do as she was told?
Breach: Yes. I saw that one do it herself.
Van Kleiss: Excellent. Continue to serve me well, and once I have acquired the designs I need to construct my own Omega Nanite, I will be able give you the one thing your heart's desire- I shall cure you of your E.V.O. mutation.

Circe: We gotta stop meeting like this.
Rex: Out of my way, Circe. I can't let you stop me.
Circe: I'm not going to try to stop you.
Rex: Then help me! What are you doing working for Van Kleiss again!? You're not like you.
Circe: I wish I could, Rex. I really do, but this is the only way.
Rex: There's always another way.
Circe: I don't want it to have to be like this.
(She kisses Rex, who returns her affections, unaware that she is taking the blueprint he carries)
Circe: It's too late. Van Kleiss already has all the pieces he needs to make his own Omega-One Nanite.
Rex: No, he doesn't. He doesn't have the one from Quarry. Circe? Circe, why are you doing this!!? The whole world's in danger now!!

Rex: Where's Cesar!?
Van Kleiss: I have no more use for him, unlike Circe. She's been a good and loyal subject, so I allowed her to live. It's a pity I can't allow you the same luxury.

(Circe stops him from killing Rex with her hypersonic blasts)
Van Kleiss: Betrayer! For a teenage crush! Circe, finish him!!

Rex: You're gonna steal my wallet, too!?
Circe: I was so sure helping Van Kleiss would be the only chance to get turned back into a normal girl. But, like you said, they're just has to be another way to...AHHH!!
(Van Kleiss hits her, knocking her out cold)
Rex: CIRCE!!

(Uses Circe as a leverage)
Van Kleiss: Not one step closer or the traitor loses her lovely head!
Rex: Let her go, Van Kleiss!! It's over!
Van Kleiss: Over!? It'll never be over! You and I are forever linked, Rex! You may have won the day, but this is far from over.

Rex: You OK?
Circe: Yeah. I just feel so stupid though. I should have known Van Kleiss' Omega Nanite wouldn't be able cure me.
Rex: Even my real one can't cure you.
Circe: I want to be a regular girl so badly, Rex. I just couldn't pass that up.
Rex: But you did. You didn't until you figured out his Omega Nanite didn't work. Instead you helped me.
Circe: I-I guess I did.
Rex: I know you want to do the right thing, Circe. Come with me to Providence. You'd be welcome there.
Circe: I'd like that, Rex.
(Looks as if she is going to kiss him, but again stops herself)
Circe: But I'm just not ready for that kind of life yet. Not even to be with you. Maybe someday.

Note: This game is based on the second season of the show.

Chapter Books[edit]

The Trade[edit]

Rex: They just don't make torture devices like they used to.

Biowulf: You got an appointment with the boss.

External Links[edit]

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