- Donatello: [sees Baxter Stockman] Who the heck is that guy?"
- Raphael: I don't know, but he needs a beatdown!
- Leonardo: Hold on, Raph. We don't know that he's gonna do anything wrong. He's probably on his way to... church?
- Raphael: Wearing powered battle armor? What kind of church is that?
- Michelangelo: A really awesome one!
- Leonardo: Ugh... look, it's my call! I decide who gets a beatdown!
- [Baxter tries to break into a building]
- Leonardo: That guy needs a beatdown.
- Baxter Stockman: I'm not Baxter Stockman, I am... THE BAXMAN! No, no, I am... THE SUITINATOR! AW, THAT'S TERRIBLE!... Captain... PUNCH-YOU... HARD. Why is this so difficult?
- Michelangelo: I kinda liked the Suitinator.
- Leonardo: Like Sensei said, don't fight the armor, fight the guy inside. And one thing thing we know about bad guys... they love chasing Mikey.
- Splinter: The first rule of being a ninja is "do no harm." Unless you need to do harm, then do lots of harm!
- Michelangelo: Excuse me, Sensei, but ninjas never had to go up against guys in armor.
- [sees a painting]
- Michelangelo: Oh, I mean ninjas always had to go up against guys in armor.
- Raphael: Nice save.
- Leonardo: Sensei, what was their secret?
- Splinter: They understood that you do not fight the armor. You fight the man inside.
- Baxter Stockman: So... We'll call it a tie?
- Leonardo: Wanna call it a tie, Raph?
- Raphael: Not yet.
- [throws Stockman into a dumpster]
- Raphael: NOW it's a tie!
- Leonardo: We just want the T-Pod!
- Baxter Stockman: Give up my source of power? Why would I do that? So you can laugh at me again, throw me in a Dumpster?
- Raphael: Sounds good to me.
- Baxter Stockman: Any last words?
- Leonardo: Just one: bees!
- Baxter Stockman: Bees?
- Michelangelo: BEES!
- [rams a beehive into Stockman's armor]