"This competition is absolutely brutal tonight." (Mario Lopez)
"Ground rules. I want no punching, no fighting, no screaming, all right, I do like a little bit of screaming. I love screaming." (Khloe Kardashian Odom)
"I would like to re-introduce the 'we are allowed to bite each other' rule." (Simon Cowell to Khloe)
"Here is my favorite Mr. Sexy Simon Cowell." (Khloe Kardashian Odom)
"I think the air conditioning is on high tonight." (Simon Cowell to Khloe about her sheer shirt) "You love it," she replied. "It's very distracting," he said.
"What was so annoying is watching this one's [Demi] smug little face throughout the performance!" (Simon Cowell about Paige Thomas)
"I couldn't really hear your vocals cause the girls were screaming so loud." (Demi Lovato about Arin Ray)
"I thought your performance was a bit manic verging at times on what I would call desperate." (Simon Cowell to David Correy)
"In the beginning I was concerned that you were repeating yourself because we heard that song in the first audition right?" (L.A. Reid about Sister C.) Simon: "We didn't hear much of it." L.A.: "Yeah, I kind of understand why." (Ouch!)
"My slight criticism, and this can be changed, I think Demi has tried to make you a clone of her. You can see it."(Simon Cowell about Jennel Garcia)
"We saw you with your little boyfriend over there on the bench." (Mario Lopez to Diamond White about a dancer.) Diamond: "Not my boyfriend. My mom would kill me!"
"I made it quite clear that I was not happy with the choice of the category that I've received. I've had a change of heart." (L.A. Reid about the Over 25s)
"You completely and utterly cocked this up." (Simon Cowell to L.A. Reid over Vino Alan's song choice.)
"We're hip-hop going up against singers. We really have a lot to prove." (Lyric145's Lyric Da Queen)
"I love you guys the bad news is it sounded like someone put you in a washer dumped in bleach and took all the soul out of you." (L.A. Reid to Lyric145)
"I'm a little worried about this group. I'm a little worried that they're so good." (Demi Lovato about Lyric145)
"Being likeable is going to be your hardest thing." (Demi Lovato about CeCe Frey)
"As harsh as it [judges' criticism] may be, I take it as constructive." (CeCe Frey)
"You don't need dancers and a band...You gave me the chills." (Demi Lovato to Tate Stevens)
"For me, you're a keeper." (Simon Cowell to Tate Stevens)
"One of the key ingredients in stardom is believability and lovability and I believe you and I love you." (L.A. Reid to Beatrice Miller)
"This is Mr. Entertainment himself, Mr. Jason Brock." (L.A. Reid in introducing Jason Brock)
"That was utterly horrendous. What you're wearing, the song, the dances, the choreography, the way you walked on, the song choice. Everything about it was wrong. Honestly for me it doesn't get worse than that." (Simon Cowell to Jason Brock)
"Mario Lopez, can I pinch your butt? (Jason Brock to Mario Lopez) Mario Lopez: "Oh, we gotta keep it PG-13 up here buddy. Live show!"
"Okay, let's start with the name. 1432, okay. We definitely blew that. Let's talk about the song choice, very talent show, very karaoke." (L.A. Reid to 1432)
"I didn't even know houses like this existed." (Willie Jones about the mansion the Top 16 moved into)
"Well his mentor just happens to be 20 years old and happens to know what people like, and right now people like unique, fresh things. This may not have worked a hundred years ago when you were good at this." (Demi Lovato to Simon Cowell over his criticism of Willie Jones)
"I think if you can sing country with a high top fade you're all right with me." (Mario Lopez to Willie Jones)
"It would be criminal if you were to leave the competition tomorrow." (Simon Cowell to Carly Rose Sonenclar)
"You are like three excited dogs when you perform." (Simon Cowell to Emblem3)
"You boys make me swoon. I can't look you in the eye when you sing to me because I'm supposed to be a judge and not, um, flirting with you while you sing. But I love you boys. You're so talented and I'm not gonna look at you." (Demi Lovato to Emblem3)
"You looked like a clown." (Simon Cowell said to CeCe Frey about her makeup Wednesday night.
"Be different. Be unique." (Willie Jones said in parting)
"You're asking me to judge two horses who are coming last in a race, which one do I want to go." (Simon Cowell to Jason Brock)
"I still love you Britney." (Diamond White in parting)
Tune in next WED NOV 7 for the Top 12 performances and THU NOV 8 for the Top 12 elimination at 8/7c on FOX.