Barney augments his team with new blood for a personal battle: to take down Conrad Stonebanks, the Expendables co-founder and notorious arms trader who is hell bent on wiping out Barney and every single one of his associates.

Barney Ross: Better get out of that seat and move to the back, Christmas is coming.
Galgo: But it's only June...
Barney Ross: Galgo, get out of the seat!
Toll Road: ...Heard you killed more people than the plague!
Doc: How 'bout that.
Gunnar Jensen: Why do they call you 'Doctor Death'?
Doc: ...Used to be a medic. But that was a long time ago.
Toll Road: So why'd you get locked away?
Doc: ...Tax evasion.
Trench: Good morning! Let's get to the chopper!
Barney Ross: [watching Luna fight] I could do that.
Bonaparte: You wanna slip on a dress and give it a shot?
Lee Christmas: You were stupid enough to get yourself into this mess! And we're the only ones crazy enough to get you out of it!
Stonebanks: What about The Hague, huh?
Barney Ross: I am The Hague.
Stonebanks: How hard can it be to kill ten men?
[from trailer]
Max Drummer: This is it? This is your evac team?
Trench: Short notice.
Max Drummer: [looks at Yin Yang] Yeah, very short.
[from trailer]
Barney Ross: [after Smilee performs an outrageous stunt] Couldn't take the stairs?
Lee Christmas: So you like knives, huh?
Surgeon: I'm the knife before Christmas.
Bonaparte: They found a lump on my lung, looks pretty dark... doctor says I don't have much time left.
Barney Ross: Oh... I'm sorry to hear that... So, what have you been doing?
Bonaparte: Working as much as I can, trying to make enough money so that I'll have something to leave to my kids... you know, so that they remember they had some kind of a father in their lives.
Barney Ross: I understand...
Bonaparte: [beat] I'm just fine, I'm not really dying.
Barney Ross: Geez, don't ever do that again!
Bonaparte: I just wanted to make sure you're still human...
[from trailer]
Trench: What are you gonna do?
Barney Ross: [furious] Reload.
Trench: If your guys wanted to fight, why didn't they just get married?
[from trailer]
Galgo: Insane! Courageous, but insane!
Doc: Jing-a-lang, jang-a-lang...
Galgo: [shouting] I need a job! All I know what to do is kill people! And I do that very well, Goddammit!
[last lines]
Lee Christmas: You look like a proud, demented father.
Barney Ross: You could've skipped the demented part.
Lee Christmas: That was a compliment.
[Barney and Lee laugh and fist-bump each other]
Yin Yang: [regarding Drummer]
Yin Yang: And I thought Church was an asshole...
Conrad Stonebanks: [after Barney punches him] Woah, ha ha! Good morning. Are these your students? Hey, what happened to the old crew? Oh, that's right. They stuck their noses into other people's worlds and got fatally injured. Now they're The Deleteables. Hey, you hear that kids? Take note - that's what you are right now.
Smilee: [to Barney] You want me to shut his mouth?
Conrad Stonebanks: You're talking pretty tough for a guy that incapacitated, which is good for you.
Smilee: Is it?
Conrad Stonebanks: Why don't you cut me loose, I'll open your meat shirt and show you your own heart. Hey Barn, why don't the two of us just end this. What do you say? Mix it up, you snapping my spine or me snapping yours. You know, make it snappy.
Conrad Stonebanks: [Barney keeps staring] He thinks I'm joking. I'm not joking. You should see me when I'm angry. You'd be very impressed. And very dead. So come on pal. Anything you want to get off your chest? Come on, lay it out. I'm a good listener. You're going to take me back to the Has-been-crew, carve me up around a fire. Very tribal.
Barney Ross: [snarls] When we stop, I'm gonna break every bone in your body and drop what's left at The Hague.
Conrad Stonebanks: [laughing] The Hague! Well, I fucking made the big time! I'm a war criminal!
Barney Ross: Keep laughing.
Conrad Stonebanks: [stops laughing] Do you think that you can just deliver me, like a package? We were close once. See, we started this whole Expendables thing together. See, I got the markers.
Conrad Stonebanks: [shows his 'Expendable' tattoos] A bit faded but, we had a falling out.
Barney Ross: You went dark.
Conrad Stonebanks: It's a dark business, Barney, don't pretend you're not in it! The baddest survive, those are the rules. I didn't make them up! You see, Barney here was content to work for the small-end money, as an employee. But being a boss is more lucrative, but that is a concept that somehow eluded you. Plus, you had that pesky moral conscience. God, that stuff gets in the way! He thinks he's the good guy!
Barney Ross: Keep talking while you can.
Conrad Stonebanks: Sure, you got a conscience that makes you weak. Success, real success, is being willing to do the things that other people are not.
Barney Ross: Not everyone is as sick as you.
Conrad Stonebanks: Oh, but you are! You kill anyone today, Barn? Blow any shit up? How about you kids, kill anyone? Before you all start grabbing bricks and stoning me at The Hague. You might want to check your own hands for blood. Ah, but I digress, where was I? Yes, business is booming right? A chopper here, a missile there, guns, whatever. When suddenly a competitor - if you can call Uncle Sam a competitor - hires my own team, Barney and the whole gang to whack me. Things got ugly real fast, and a lot of people got real dead. Three former brothers in arms.
Barney Ross: [angry] You shut your mouth!
Conrad Stonebanks: [furious] Three expendables, our brothers, men we ate with, fought with, bled with, DEAD! He puts three slugs into my chest. Thank God for body armor, even I thought I was dead. Then he boogies out with the casualties, all dead because you couldn't stay out of my business!
Barney Ross: [attacks Stonebanks and aims a gun at his head while Smilee and Thorn restrain him] Shut your mouth!
Conrad Stonebanks: Go on, do it! Go on!
Smilee: That's what he wants.
Conrad Stonebanks: [Barney begrudgingly released him] It's hard to fathom, I can't believe you forgot.
Barney Ross: What?
Conrad Stonebanks: That it's hard to be an enemy when you're living inside your own head. So you tie me up like an animal, leave me to the slaughter, you humiliate me, disgrace me. Now, when the time comes to kill you - and it will - I will not use a weapon, I will use my hands, because I want you to feel the way I feel right now. Since we were brothers.
Hale Caesar: 'Bout time you boys showed up!
Toll Road: [looks at Gunnar's new gadget which is similar to Thorn's] What the hell is that?
Gunnar Jensen: What?
Toll Road: That computer strapped to your wrist.
Gunnar Jensen: [poker faced] Nothing.
Toll Road: That same thing you were busting that kid's balls about?
Gunnar Jensen: [embarrased] No, I had it for a while now.
Toll Road: Hah!
Stonebanks: Hey Barney! You should have killed me when you had the chance, if you want the kids, come get 'em!
[features a video showing the younger Expendables captured]
[from trailer]
[sees Ceasar's gun]
Surgeon: What the hell is that?
Barney Ross: Great to have you back.
Doc: No better place to be.
[from trailer]
Hale Caesar: Time to mow the lawn!
Hale Caesar: [wreaks havoc with a mini-gun]
Galgo: Who the hell are you?
Trench: I'm the guy in charge of this operation.
Galgo: Ay!
[starts cursing in Spanish]
Stonebanks: We were close once, we started this whole Expendables thing together but... we had a falling out.
Barney Ross: [Barney prepares to rescue the young team when Galgo suddenly appears] How in the hell did you find me?
Galgo: I... peop... people talk, I hear things. You got a mission, I can help. My name is Galgo. Let me fill you in. I am good - very good. At warfare, you know, with memory. Afraid of nothing. I want to be your friend.
Barney Ross: I don't need a friend.
Galgo: Yes, you do. Everybody does. You know, I don't have any friends. That is why I know. But besides by friendship issues, what I really need now is something to do. Well... not just anything, but... what I was BORN to do.
Barney Ross: Best bet, this is a one-way trip.
Galgo: Excuse me, sir, but one-way trip is better than no-way. Which is the way I live now.
Barney Ross: [pauses briefly] Help me with the crate.
Galgo: [relieved] Sir.
[from trailer]
Surgeon: Lots to digest.
Surgeon: You know, I'd love to party with you boys, but I don't have my shit.
Surgeon: [Barney hands Doc his set of knives] That's my shit!
Barney Ross: [Bonaparte is flying a plane to the next recruit] Hey, did you turn off the auto-pilot?
Bonaparte: I didn't touch the auto-pilot.
Barney Ross: [sees Bonaparte drinking] Give me the booze. Are we off course?
Bonaparte: Where in the hell are we? Here, hang on a second.
Bonaparte: [looks outside] Is that... is that the big dipper? Yeah, we gotta turn around.
Barney Ross: [deadpan] Wow...
[from trailer]
Trench: Happy hunting!
Barney Ross: [sees Stonebanks]
Barney Ross: It can't be...
Conrad Stonebanks: [Holding the young Expendables hostage] Well, lookin' a little strung out there, kids! This is what you get for being pawns in Barney's moral chess game.
Conrad Stonebanks: [looks at Thorn] That one looks a little slack.
Conrad Stonebanks: [soldiers straighten Thorn out while Stonebanks turns to Luna] You know, I feel most bad for you.
Luna: I don't give a shit how you feel.
Conrad Stonebanks: I do, I have a daughter. I have feelings. Anyway, when the CIA, I presume that is who you're working for. The CIA, am I right? I bet you don't know who you're working for. What, for Barney? Do you know who he's working for? Does HE know who he's working...? It gets very confusing. Anyway when the CIA wanted guys doing the dangerous work in the dangerous places, they called us, they didn't want to get their hands dirty. They called us. Yep, we cleared every hotspot they had, we bumped the bad guys so the good guys could roll in looking like heroes. We killed a lot. But we saved more lives than you could possibly imagine. Then, the boys on the Hill wanting no loose ends tried to bury me. I was an American! Working for America! Was. They'd eat their own children. The lesson here is... Never do business with the government. I'm going to save you that heartache. He never will.
Barney Ross: So, you're with Trench now?
Yin Yang: Yeah, he pay me more money!
Trench: Look out for the CHOPPA!
[from trailer]
Bonaparte: [from trailer] Welcome to the 21st century.
Stonebanks: [after shooting Barney] Come on, stand up. You'll feel better.
Barney Ross: Nothing lasts forever. We're part of the past. If we keep this up, the only way this ends for any of us is in a hole in the ground, and no one will give a shit.
Stonebanks: Oh, we don't need this, do we?
[throws away gun]
Barney Ross: What happened to Church?
Max Drummer: You could say... he's out of the picture.
Galgo: [rescues Luna from a fight, serenades her] Your name is Luna, right? Luna means uh, moon. Hypnotic, mysterious, much like yourself. Would you like to hold... my gun?
Galgo: [Luna bemusedly takes the gun] Parmola chica.
Mars: [regarding the old Expendables] Bunch of has-beens still trying to be hard.
Lee Christmas: You're young and you're dumb!
[from trailer]
Toll Road: Damn, that's cool!
Galgo: [after seeing Luna fight] You're not going to believe this?
Luna: [exasperated] Oh, God!
Galgo: I've been thinking about you the whole time! Do you know that?
Luna: Can we just go?
Conrad Stonebanks: [threatening Smilee]
Conrad Stonebanks: I'll open up your meat shirt so I can show you your heart.
Toll Road: They got valet parking here?
Gunnar Jensen: [blasts a hole in the building with the tank gun] Yeah, there's some right here!
[first lines]
Barney Ross: Lucky ring on!
Lee Christmas: Feel so much safer.
[repeated line]
Luna: Men.
Surgeon: I'm the knife before Christmas!
Barney Ross: I missed you, Christmas.
Lee Christmas: I missed you too, you demented bastard.
Barney Ross: You could've left out the demented part.
Max Drummer: [piloting a helicopter in the battlefield] Drummer's in the house!
Doc: [looks at the young Expendables] Ama-teur.
Toll Road: Amateur assholes...
Mars: [pissed] Who're you calling asshole, grandpa?
Toll Road: [confronts him] Grandpa's about to crush your windpipe.
Trench: Hurry up. It's boring.
Trench: I'm getting out of this business, and so should you.
Lee Christmas: [Christmas and Surgeon throw knives at a dartboard, both hitting the bullseye] Not bad...
Surgeon: [Surgeon's knife falls off] Oooooh... Best two out of three?
Barney Ross: [at a nightclub] Where is the candidate?
Bonaparte: [points at Luna] Right there in the red dress, about to chop those guys in half.
Barney Ross: [Luna approaches drunk patrons fighting] The hostess?
Bonaparte: Not the hostess, she's the bouncer.
Thorn: [after disabling security] Ladies first.
Luna: Go ahead, Thorn.
Max Drummer: This happened on my watch, you fucked up, and now I'm wearing it.
Thorn: [climbing a cliff, looking at the adjacent ledge] You know what, I'm gonna come out and say it. I belong ON you. One, two, thr...
[jumps but misses the ledge, parachutes down]
Gunnar Jensen: [looks at Thorn's gadget] What's this? Your toy, boy?
Thorn: You want to dance, big guy?
Barney Ross: If you're looking to go the family route, this is the wrong job for you.
Luna: There are different kinds of family. When my life is on the line, that's my family fighting with me.
Luna: You know, if you were 30 years younger...
Barney Ross: I'd be a afraid of you.
Smilee: Want me to shut his mouth?
Stonebanks: You're taking pretty tough to a guy who's incapacitated, which is good for you.
Smilee: Is it?
Stonebanks: Why don't you cut me loose? I'll open your meat-shirt and show you your own heart.
Stonebanks: Hey Barn', why don't the two of us just end this? What do you say? Mix it up. Either you snapping mine spine, or me snapping yours. Ya know, make it snappy.
Goran Vata: Can you access
[making a mushroom motion]
Goran Vata: nuclear weapons?
Stonebanks: I might.
[getting in close]
Stonebanks: But generally I find that people are little too emotional of ownership. And I'd hate you killing all my other customers by accident. Or on purpose.
Stonebanks: [From Extended Edition]
[after being shot by Barney]
Stonebanks: You motherfucker... What about the Hague?
Barney Ross: I am the Hague.
[shoots and kills Stonebanks]
Barney Ross: You know, it's very hard for me to say this, but at one time, you guys were the best. Maybe still are. But nothing lasts forever. Hard as it is to hear, we aren't the future any more. Unfortunately for us, we're part of the past.
Lee Christmas: You, uh, you done swingin' with us?
Barney Ross: As I see it, if we keep this life up, the only way this thing ends, for all of us, is in a hole in the ground, and no one giving a shit. Now if that's the way I'm supposed to go out, I can live with that. For me. But what I can't live with - and won't live with - is taking you with me.

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