"(about the Neo-Vipers) They feel no fear. Cortical nerve clusters show complete inactivity. They feel no pain. Concepts of morality are disengaged. They feel no regrets, no remorse. The nanomites join together as a fighting mechanism, first blocking, then expelling the cobra's venom"

"Take the warheads to the missiles. I want them ready to launch in one hour."

"(to the Doctor) I appreciate your thirst for knowledge, but this world is messy enough. What it needs is unification, leadership. It has to be taken out of chaos by someone with complete control. (looks at the missile tubes) Beijing, Moscow, Washington. When these missiles detonate, the world will turn to the most powerful man on the planet. When I'm finished, the money will take care of itself. You'll be able to do all the research you want."

"For nearly 4 centuries, my ancestors have been the greatest creators of weaponry in the world. But perhaps in this century, I'll outdo them all. Nanomites, perfect little soldiers. Originally developed to isolate and kill cancer cells, but at MARS Industries, and with the help of a little NATO funding, we discovered how to program them to do almost anything. For example, eat metal. Watch this test of the world's first nanomite warhead. Each of these warheads contains seven million nanomites and has the ability to eat anything from a single tank, to an entire city. As you can see, it quickly converts to eating any and all material in its path. Once unleashed, the nanomites will not stop, ever. Once the target has been destroyed, the launcher triggers a kill switch, unique to each warhead, that short circuits the nanomites, preventing any unwanted destruction. Gentlemen, I'm pleased to announce that tomorrow morning, your first order of nanotech warheads ships from my factory in Kyrgyzstan."

"(about Scarlett) That redhead is really starting to piss me off!"

"Would you look at that? Real American heroes."

"Try this on for size, boys."

"Okay, that was crazy. I didn't expect that."

"(about the Baroness) She's gonna come after you. You know that, right? And with her Intel and toys, she'll find you."

"Deploy the SHARCs!"

"Knowing is half the battle."

"Technically, G.I. Joe does not exist, but if it did, it'd be comprised of the top men and women from the best military units in the world. The alpha dogs. When all else fails, we don't."

"Claire Hodgson (extra)"

"John Stoneham, Jr."

"Jeanette Roxborough"

"Byron McIntyre as Bodyguard (uncredited)"

"Paul Anderovski as Bodyguard (uncredited)"

"Michael Bunin as Bodyguard (uncredited)"

"Brad Allan as Bodyguard (uncredited)"

"Chris Coppola as Bodyguard (uncredited)"

"Stacey DePass as a Woman in the Park"

"James Brown as Himself"

"Ron Gabriel as Frank Rollins"

"Craig Eldridge as Doran"

"Fred Rutherford as Banning Party Bouncer"

"Kim Roberts as ER Nurse"

"Colin Mochrie as Gallery Owner"

"Noah Danby as Bike Messenger"

"Paul Bates as Lundeen"

"Jordan Madley as Holly"

"Scott Yaphe as CSA Agent Gabe"

"Karen Glave as CSA Agent Randa"

"Scott Wickware as CSA Agent Wallace"

"Christian Potenza as CSA Agent Joel"

"Bob Balaban as Winton Chalmers (uncredited)"

"Boyd Banks as Vic"

"Jody Racicot as Kells"

"Daniel Kash as Roger"