- 4th Lt. Archie Kennedy: I remember when you used to be scared of heights, Mr. Hornblower.
- 3rd Lt. Horatio Hornblower: [Looking at the height he must descend from] Nothing's changed, Mr. Kennedy.
- 2nd Lt. Bush: They say one must always do what one dislikes.
- 3rd Lt. Horatio Hornblower: [Nervously] Oh, yes?
- 2nd Lt. Bush: When I was a boy, I had to eat turnips.
- 3rd Lt. Horatio Hornblower: Eat them now, do you?
- 2nd Lt. Bush: [after Hornblower begins his descent] Never touch 'em.
- [Smiles]
- 3rd Lt. Horatio Hornblower: [Upon Kennedy and Bush arriving at the fort Hornblower is blowing up:] Are you out of your mind?
- 4th Lt. Archie Kennedy: Very possibly, but we thought you could use the company.
- Capt. James Sawyer: Mr. Wellard, I know who pushed me.
- [Handing him his pistol]
- Capt. James Sawyer: Here!
- [as the Spaniards are breaking through the door]
- Capt. James Sawyer: At least one of us can face the enemy with a clear head!
- 3rd Lt. Horatio Hornblower: I'm sorry that his last command was taken away from him. He was a leader of men, and he died in battle.
- Gunner Hobbs: It's all over now, sir. All over.
- 2nd Lt. Bush: I know what happens when metal overheats. My uncle was a blacksmith.
- 3rd Lt. Horatio Hornblower: I believe they call it the co-efficient expansion, sir.
- 2nd Lt. Bush: Oh. I call it bloody dangerous.
- [last lines]
- Cmmdre. Sir Edward Pellew: I wish you... a safe voyage.
- 3rd Lt. Horatio Hornblower: Thank you, sir.