- Ben Tennyson: You really shouldn't fool around with your powers like that, Gwen. Honestly, I thought you were more mature than that.
- Ben Tennyson: How can Grandpa be lonely when we're around him all the time?
- Gwen Tennyson: Even you can't be that clueless.
- Ben Tennyson: [to Xylene] So, since Vilgax is taken care of, guess you don't need to stick around here anymore.
- Xylene: Rumors are swirling that there's some new DNA weapon out there. Sure you won't change your mind and come with me?
- Max Tennyson: Tempting, but until I bring Vilgax down, I have a job to do here - but we'll always have Roswell.
- Xylene: If you wanted to be truly helpful, a glavanic mechamorph would have been more appropriate.
- Max Tennyson: [seeing that Ben's puzzled] She means Upgrade.
- Diamondhead: Yeah, well, you're not the boss of me.
- Diamondhead: Well, if I'm such a mess-up, then why'd you send the watch to ME in the first place?
- Xylene: I didn't send YOU the Omnitrix. You FOUND the Omnitrix before it reached its intended recipient.
- Diamondhead: What?
- Xylene: The pod containing it veered slightly off its intended course.
- Diamondhead: I got the watch by mistake?
- Xylene: Of course. You didn't believe that I would purposely send the most powerful device in the universe to a child, did you? I was sending it to Max.
- Xylene: I'm sorry, Max. I must admit these human offspring are a mystery to me. On my planet, once you hatch you're on your own.
- Upchuck: Cool! Exploding loogies! I've got upchuck power!
- [belches]
- Gwen Tennyson: Oh, great! Like you weren't disgusting enough already.