As the Bluths come together to unveil a wall, they once again discover that they deserve nothing more than to be saddled with each other forever.
Final act escalation delivers 62 jokes in 58 minutes—series-high density for a denouement.
Directed by Troy Miller · Written by Mitchell Hurwitz
WAR
238.9
Wins Above Replacement
“The Fallout” ranks #23 of 84 Arrested Development episodes on the Humor Index, scoring 97.0 — Elite. The episode packs 135 scored jokes at 2.3 per minute, averaging 7.8 on craft and 7.7 on impact, with Michael Bluth landing the most laughs. Every joke is ranked below with its individual craft and impact scores.
Get weekly comedy rankings
Join comedy fans getting new analyses, score drops, and the funniest moments each week. Free, no spam.
Top Jokes
Buster Bluth: 'But doesn't she remind you of Mom?' — Final line of the episode.
Buster Bluth Dark/Subversive Character Comedy ★ Rewatch Callback Various Bluths · Gob Bluth: Post-credits 'On the next AD': The family discovers Gob's mannequin in the wall is actually a body. 'Hey, gang, does Buster's mannequin look like...' / 'Judy Garland.' / 'Is it Lucille 2?' / 'Why is she smiling?' / 'This isn't a mannequin.' / '...' / 'This is... the happiest corpse I've ever seen.'
Buster Bluth · Lucille Bluth: 'Can you imagine how weird I would have turned out if I thought I did it?' / [beat] 'I really can't.'
Buster: Okay, I did it. So...
Buster Dark/Subversive Deadpan/Understatement ★ Rewatch Michael Bluth · Narrator: 'You're goddamn right I did!' [beat] 'And that's how Michael A Few Good Men-ed himself. I think.'
All Jokes — 135 analyzed
Show all ↓ Hide ↑ Crowd · Unknown character: 'Mistrial! Mistrial!' / 'Yes, yes, I missed your trial!'
Lucille Bluth: 'Had I known that she was talking about Lindsay, I would have been, like, "Goodbye, Felicia."'
Michael Bluth · Buster Bluth: 'Is it true? Did you push Mimi down the stairs?' / 'I did, but nothing's gonna happen to me 'cause I'm just a boy.'
Buster Bluth · Michael Bluth: Buster repeats 'I did it, but nothing's gonna happen to me because I'm just a boy' verbatim — and Michael responds 'I heard that already, pal.'
Buster Bluth · Michael Bluth · Dusty: 'She's so mean. I wish I could shove her down the st...' 'Hey! Shh! No more talking about shoving, pushing...' 'No touching!' 'Or touching.'
Dusty: 'Yeah, feel it. It's a rental.'
Dusty Deadpan/Understatement Character Comedy Michael Bluth · Buster Bluth: 'What you saw in court today is gonna put you away.' — Michael corrects Buster's optimism about the trial.
Narrator · Gob Bluth: Gob's 'body-shaped thing' from a magician described as 'part of his final farewell disappearing act' — the narrator euphemistically explains Gob handed Buster what is strongly implied to be Tony Wonder's corpse.
Narrator · Gob Bluth: The narrator explains Gob was 'left with the necessity of pretending he was a gay man' after the sex-pref-swap illusion — 'He's gonna have to stay gay.'
Argyle · Gay Mafia member: 'Just for seven years. Then we'll let you age out.' — The Gay Mafia offers Gob a timeline for his mandatory gayness.
Argyle: 'It's a lot more generous than what I did to that last guy who faked being gay, your pal Tony Wonder.'
Argyle Dark/Subversive Misdirection ★ Rewatch Callback Buster Bluth · Michael Bluth: 'But Dusty thinks we're better off just ignoring it.' / 'Yeah, I think that's a bad idea. And I'm a little concerned about Dusty.'
Buster Bluth: 'Mm-hmm. Yeah, I saw A Few Good Men, too.'
Michael Bluth · Buster Bluth: Michael manipulates Buster into revealing the cottage location by mentioning that Dusty gets to call Lucille 'Mother.' Buster immediately caves: 'Oh, they went to the cottage. I'd check the cottage.'
Michael Bluth · Dusty: 'She asked you to get rid of family memories?' / 'It's just that, typically, the drinking does that.'
Dusty: 'Oh, that's good, because she called it "evidence." But I don't think you're supposed to admit to destroying evidence in court.'
Dusty Character Comedy Deadpan/Understatement Dusty · Michael Bluth: 'George Bluth, Affair: Caught in Act' / 'George Bluth, Another Affair: Caught in Act, Hi-Res'
Michael Bluth · Dusty: 'I know which one I would watch with a gun to my head.' / '...Not the hi-res.' / 'Oh.'
Michael Bluth · Dusty: Michael and Dusty try to recall what happened in 1982 — Michael trails off, then: 'Awesome. '82 was awesome. Good year.'
Dusty · Narrator: 'These are three-quarter-inch, Michael. This is not a TV station in the '70s.' / 'But, fortunately, Michael knew someone at a news station in his 70s.'
Michael Bluth: 'I don't want to be too sentimental here, but these are my precious family evidence, so I should be the one that gets to destroy them.'
Gob Bluth: 'Could you really enjoy your freedom, knowing that you hurt my career?'
Gob Bluth: 'And violate magician-assistant privilege? Not an option!'
Gob Bluth: 'Every show, every city... pending availability and parole conditions, of course.'
Gob Bluth Character Comedy Deadpan/Understatement Gob Bluth: 'I don't know. I'll use Adhir.' — Gob's response to what happens if Buster is convicted.
Gob Bluth Character Comedy Deadpan/Understatement Gay Mafia members · Narrator: The Gay Mafia threatens: 'if Argyle isn't happy, the wall isn't gonna be the only thing covered in cement' — then the narrator reveals they were 'two tough guys right out of Guys and Dolls, a play they were in the middle of a very successful four-week run of at a local community theater.'
Gay Mafia member: 'Reminds me of how Hanks walked around like Jim Lovell for a year.'
Gob Bluth: Gob explains the wall illusion: 'I'm gonna go into the wall a gay man, which I am. If anyone from the Gay Mafia asks.'
Gob Bluth · Narrator: 'Well, cis male, high butch.' / 'Gob had learned a lot in the short time he'd been magically gay.'
Gob Bluth · Buster Bluth: Gob makes Buster 'The Godfather' offer: 'Buster, you do this for me... one day... I'll come to you for a favor.' — with the extended dramatic pause.
Michael Bluth · John Beard: 'Well, John, you used our house for To Entrap a Local Predator.' / 'That's it.' / 'Yeah.' / 'You were one of our super creeps.' / 'Yeah, yeah. Uh, no.'
Michael Bluth: 'That's me! What am I doing in a Banana Stand shirt?'
Dusty · Lottie · Judge: Dusty's courtroom examination of Gob: 'You and I are friends, don't you think?' / 'Objection. Is this going somewhere?' / 'Yeah, that's what I wanted to find out.'
Dusty · Lottie · Judge: 'Hang out, like go to the beach or something?' / 'How does that pertain?' / 'I just want to know if he'll let me see his fort, because...' / 'I'll allow it.' / 'Oh.' / 'I won't allow that.'
Gob · Lottie · Judge: Illusionist. Oh. I'm sorry. Oh, please. Sustained. I'll allow it.
Gob Bluth: Gob's testimony about Buster's skills inadvertently describes body disposal: 'He would just act all dumb, like, "I don't know what's happening, either." [...] She just... She vanished.'
Gob Bluth Irony/Sarcasm Dark/Subversive Character Comedy ★ Rewatch Gob Bluth: 'Even if he was cutting a woman in half... with that steel.' / 'And then he'd make the steel disappear as well. So cool.'
Gob Bluth Dark/Subversive Irony/Sarcasm Escalation ★ Rewatch Callback Gob Bluth: '...dumb-acting but... secretly sneaky guy.'
Gob Bluth Character Comedy Irony/Sarcasm ★ Rewatch Callback Michael Bluth: 'So... Gob forget-me-nowed me because of Tony. And that would be news on any other day, but I've gotta save my brother.'
George Sr. · Tobias: Memory suppression? No. Not that, no. Give him some juice, please. Juice, please.
Lucille Bluth: Lucille on the tape: 'Even though we all know that I pushed Mimi down the stairs, if you tell anyone that, I'll go to jail. I don't want you to.'
Michael Bluth: 'What a bitch.' — Michael's reaction, watching the tape.
Young Buster: 'I wish I hadn't finished that juice.' — Young Buster, on the hypnosis tape.
Michael Bluth: 'A Few Good Men. Great movie.' — Michael responds to Dusty's 'I think it's time to find out if Mother can handle the truth.'
Narrator: The narrator: 'As, after Gob had outsmarted a dumb lawyer, the question was, could he out-dumb a smart lawyer?'
Narrator Deadpan/Understatement Irony/Sarcasm Lottie · Gob Bluth: Lottie asks if the objects Buster could hide were 'as big as a human body?' / 'Oh, God, yeah, yeah. Just, I mean, the... often, the exact same dimension of a human body... Often a female body. Any female body, really.'
Gob Bluth · Lottie: 'I see what you're doing.' [beat] 'Yes, it would.' / 'No more questions.'
Narrator: 'Interesting, huh? Hers were a lot easier than his.' — Narrator after Lottie's cross-examination.
Narrator Deadpan/Understatement Irony/Sarcasm Callback Michael Bluth · Judge: 'Permission to interrupt the case.' / 'Could you identify yourself?' / 'You missed it. I killed up there.'
Dusty · Lottie · Judge: 'Oh, that'll be great timing, because I've been drinking this free court water.' / 'Does the prosecution have any objections?' / 'I need a break.' / 'Oh, let him go. Oh, he worked through recess.'
Michael Bluth · Judge: 'I would like to call Lucille Bluth, the accused mother.' / 'I think you mean "the accused's mother."' / 'Oh, what did I say?'
Lucille Bluth · Gob Bluth: Lucille's response to being questioned: 'Look at you, milking this for every moment. Isn't this classic Michael? We make fun of him all the time. Right, Gob?'
Narrator: 'The rift between the brothers had been repaired.' — Narrator, as Gob backs up Lucille.
Lucille Bluth: 'Well, he did confess to it.' — Lucille's response to Michael's assertion that Buster may not have pushed Mimi.
Lucille: So it seems that I came home from somewhere. The point is that we're talking about you, not me.
Lucille Character Comedy Irony/Sarcasm Michael Bluth · Narrator: Michael's courtroom examination of Lucille spirals into him accidentally confessing to murder: 'I think that I'm the killer.' / 'And that's how Michael A Few Good Men-ed himself.'
Michael Bluth · Narrator: 'You're goddamn right I did!' [beat] 'And that's how Michael A Few Good Men-ed himself. I think.'
Michael: I think. I, uh... I... I, uh...
Michael Reaction Beat Character Comedy Unknown / Lucille: Nice humblebrag.
Lottie · Judge: 'The opposing counsel... is confessing.' / 'No further confessions, Your Honor.'
Lottie: No further confessions, Your Honor.
Lottie Deadpan/Understatement Irony/Sarcasm ★ Rewatch Callback Narrator: The narrator describes Michael's confession as 'a real Making of a Monster-type moment.'
Narrator Meta/Self-Referential Irony/Sarcasm Lucille Bluth · Michael Bluth: Lucille: 'I couldn't have laid it out any more clearly for you. All you had to do was get me on the stand and make me look like a liar. How do you screw that up?'
Lucille Bluth · Michael Bluth: 'But I didn't push Mimi down the stairs. Buster did.' / 'Mom, you're on tape admitting that you did it.' / [...] 'We were implanting a memory. We didn't want him growing up thinking he was a killer. Instead, he thinks he's a hero.'
Michael Bluth: 'Meanwhile, I grow up thinking I'm a hero, and I turn out to be a killer.'
Michael Bluth · Lucille Bluth: 'Turns out, I'm the worst. I'm the worst Bluth.' / 'Never say that!' / 'Gob is the worst.' / 'Yeah. Yeah. Yeah.'
Lucille Bluth · Sally Sitwell: 'I don't know who let these libtards in here.' / 'I beg your pardon?' / 'People with liberal-tardation.'
Tobias Fünke: Tobias leading protesters: 'Go limp! Go limp! Go... No, no, no, no. You look like you're at a Walking Dead convention. No, limp, like, uh, flaccid. Unerect.'
George Bluth Sr.: George Sr.: 'I can't believe my dry cleaners came.' — reacting to the protesters.
George Michael Bluth · Tobias Fünke · George Bluth Sr.: Tobias is revealed to be a paid protester — and George Michael is paying him. 'Dad, I made you a chant follower, not a chant leader.'
Sally Sitwell · Tobias Fünke: 'What is she paying you?' / 'Three dollars an hour and a copy of the news footage for my reel.' — Tobias reveals his protest payment.
Lucille Bluth · Tobias Fünke: 'How'd you like to be a Bluth?' / 'Fully-blown?' / 'No.' — Lucille making an offer to Tobias.
Lucille Bluth · Tobias Fünke: 'And not your creepy girlfriend or your imbecilic son.' / 'Funny story, that. They left me.'
Tobias Fünke: 'I wear the horns of a cuckold. That's why you don't put your girlfriend in the same sleeping bag with your son. But I'm not gonna let him share mine. I like to spread my legs.'
Lucille Bluth: 'Apparently, so does DeBrie.' — Lucille's response to 'I like to spread my legs.'
Chinese investor: Chinese investor: 'We are much more concerned with the software portion of the demonstration. We are very eager to see how it interfere with the broadcast. We need something like this in China. 'Cause your game shows are the worst.'
Chinese investor: 'And, of course, this will be very helpful in avoiding the spread of democracy.'
Buster Bluth · Gob Bluth · Lucille Bluth: 'But, fortunately, Gob invited me.' / 'Hey, Gob. I bet you think you're seeing me here.' / 'Yeah, you're part of the illusion.' / 'Okay, I'll meet you backstage. Yeah, I expect to see you there.' / 'Why are you...?' / 'I bet you didn't expect him to expect to see me back there.'
Buster · Lucille: Yes, because I'm a good assistant, and unlike you, I know how to keep a secret. I can't believe you told Warden Gentles about our family secrets.
Lucille Bluth: 'This is why you don't go to rehab. I lost all my tolerance.'
Lucille: Look, you wanted to get out for the parade, but I drank too much, okay? This is why you don't go to rehab. I lost all my tolerance.
Lucille Character Comedy Dark/Subversive ★ Rewatch Buster Bluth · Lucille Bluth: 'Mother, I know the truth now. I always thought you pushed Mimi down the stairs, and you made me take the blame. I got it backwards. I pushed Mimi down the stairs. And you made me take the blame. That's the same.'
Buster Bluth · Lucille Bluth: 'Can you imagine how weird I would have turned out if I thought I did it?' / [beat] 'I really can't.'
Gob Bluth: 'Today, in these plywood forms, 10,000 pounds of wet, gay, QuickHard cement will be poured, because if we build it, they won't come!'
Gob Bluth Character Comedy Wordplay/Pun Irony/Sarcasm Gob: 10,000 pounds of wet, gay, QuickHard cement will be poured, because if we build it, they won't come!
Gob Wordplay/Pun Character Comedy ★ Rewatch Callback Unknown protester/audience member: 'Oh, that's clever. All right, get ready to storm the wall.'
Gob Bluth: 'I don't know, I guess just stop tweeting from shithole countries' — Gob's description of the Fakeblock software's function.
Gob: Well, it is a bit of a flaw that anybody can get over our wall by using a rope ladder.
Gob Deadpan/Understatement Character Comedy Chinese investor · George Michael Bluth: 'How long until the clown's done with the clown show?' / 'He's... technically, he's not a clown. He's, um... Five minutes. Maybe six, if he has a hard time getting his shirt off.'
Chinese Investor: We have a word for this in Chinese. It means a combination of embarrassment and obligation.
Chinese investor: 'We have a word for this in Chinese. It means a combination of embarrassment and obligation.'
Gob Bluth: 'I am now behind the wall, still fully gay. But in a moment, I'll be on the other side. So, ladies, prepare to be objectified. Ooh, mommy!'
Gob Bluth: 'I'm still gay... so I'm not very good with tools. So I have to use magic.'
Gob Bluth: 'Oh, I'm craving a beer. My references are becoming more basic. I think Billy Eichner is mean.'
Gob Bluth Character Comedy Escalation Absurdist ★ Rewatch George Michael Bluth: 'Howard you like me now, Dad?' — George Michael after revealing the Fakeblock deal.
George Michael Bluth: 'Know what you have in common with my new dad? You could both use a hit.' — George Michael to Michael, before punching him.
Narrator: 'And that's when, in my opinion, George Michael went too far.' — Narrator, after the punch line/punch.
Narrator Meta/Self-Referential Deadpan/Understatement ★ Rewatch Chinese investor: We need something like this in China. 'Cause your game shows are the worst.
Buster: But I would rather have a brother who's alive and maybe bisexual than dead and straight!
Buster Character Comedy Absurdist ★ Rewatch Buster Bluth: 'But I would rather have a brother who's alive and maybe bisexual than dead and straight!' / 'I declare a mistrick!'
Buster Bluth Character Comedy Wordplay/Pun Absurdist ★ Rewatch Callback Narrator: The narrator: 'That's how Gob, years before anyone else, ended up with an immovable position supporting a wall.'
Narrator Wordplay/Pun Deadpan/Understatement Irony/Sarcasm ★ Rewatch George Bluth Sr. · Chinese investor: George to Chinese investors about Fakeblock: 'I don't want you to take on too much risk. And I wouldn't know what to charge you, sir.' / 'You will just sign it over, and your debt will be forgiven.'
Narrator · Buster · Tony Wonder: But onstage, it was Gob's face that was at risk. / Don't use the sledgehammer. / Get him out of there. / Did somebody say... Wonder?
Tony Wonder: 'My God, they're such a bunch of drama thugs.' — Tony Wonder on the Gay Mafia.
Tony Wonder · Gob Bluth: 'Well, I might not have been dead, but my career was. I was doing three shows a day in Branson in the, uh, Yakov Smirnoff Theater.' / 'What's he like?' / 'Disappointing. Disa... Uh, disappointing. Yeah, he treats you like an audience member.'
Gob Bluth · Tony Wonder: Gob: 'I guess I can go back to Joni Beard now.' Tony: 'And I might make it official with Sally Sitwell.' — both announcing they'll pursue women now that they're 'straight.'
Gob Bluth · Tony Wonder: 'I guess, uh, friendship is out of the question, then.' [long pause] 'But, I mean, we could do other stuff.' 'Yeah. Like with our hands.' 'Just hands.' 'I'd like that.' 'Me, too.' 'Just hands!'
Michael Bluth · George Michael Bluth: The narrator reveals the Fakeblock deal: 'Great idea to have me lose that tooth when I hit the ground. It worked great.' / 'And we printed that in less than two hours.' — Michael and George Michael celebrating the con.
George Michael Bluth: 'God knows where he dug that up.' — George Michael, about Buster finding the mannequin.
Gob Bluth · George Michael Bluth: 'Well, you know, I'm thinking about doing, like, a solo show. Maybe do some close-up magic. A little sleight of...' / 'Foot.' / 'Oh. Is it that obvious?'
Buster Bluth: 'Yeah, I Ali-Baba-ed a hand, but at least they sent me a lefty.'
Buster Bluth Character Comedy Wordplay/Pun Dark/Subversive ★ Rewatch Callback Narrator · Murphybrown: Narrator on Fakeblock's uselessness: 'You wanna see Ben Affleck's peen? Because after installing his homemade software into George Michael's computer... It's gone. Yep, and forever.'
Michael Bluth · George Michael Bluth: 'So, basically, you came up with a way to destroy content?' / 'Yep.' / 'Damn it.'
Michael Bluth · George Michael Bluth: 'All right. Well, we're back to poor.' / 'Looks like you two will be sharing a sleeping bag tonight.'
Michael Bluth · George Michael Bluth: 'Oh, nobody's gonna build a wall. According to the succeeding New York Times, Donald Trump doesn't even have a... a chance of winning that election.' / 'Oh, I don't know, don't count out his likability.'
Michael Bluth · George Michael Bluth: 'Oh, I suppose someone should let toe-quotes "Rebel" know that the deal is off, right?' / 'Yeah... gotta... gotta say thanks to her.'
Narrator: 'But, of course, Rebel wasn't in on the con. Maeby was.'
Narrator Misdirection Character Comedy ★ Rewatch Maeby Fünke · George Michael Bluth: 'Then they'll want something for being heroes.' / 'Well, too late. I already did hear you.' / 'They're here for their paychecks.'
Maeby Fünke: Maeby's ask for protest payment: 'I'll settle for a bedroom with half bath.'
Buster Bluth: Buster: 'I was hoping it would bring out Lucille Austero. But the trial is done! I mean, why do we care? You don't really think I had anything to do with her missing, do you? Do you?'
Buster Bluth Character Comedy Cringe/Discomfort Irony/Sarcasm ★ Rewatch George Michael Bluth · Buster Bluth: 'We were just speculating as to where Lucille 2 ended up. Uh, we assumed she'd be here to protest. Well, maybe there's a surprise under one of these burqas.'
Lindsay Bluth Fünke · Tobias Fünke · Buster Bluth: Lindsay emerges from under a burqa: 'Hi.' / 'Wait, so, at the... Protester... That was you kicking me...' / 'In the balls.' / 'Yeah, your mother was kicking me in the balls.'
Buster Bluth: 'How often do you get to do that when you're holding one of these?' — Buster, displaying his hook hand while being told his mother pushed Mimi down the stairs.
Buster Bluth Visual Gag Character Comedy Dark/Subversive Callback Buster: How often do you get to do that when you're holding one of these?
Buster Dark/Subversive Character Comedy Lindsay Bluth Fünke: 'Your anger spread to me, made me a horrible partner to Tobias.' / 'And I will say you weren't the most loving mommy yourself.' / 'But to be fair, you barely knew Murphybrown, so...'
Lindsay Bluth Fünke: 'So, you were a critical, difficult mother, but I gotta be honest, Lucy, you're an amazing sister! Half-sister.'
Narrator · Maeby Fünke: 'Maeby really wanted to roll her eyes, but not as much as she wanted the hug.' — Narrator, on Maeby's reaction to the family reunion.
Lucille Bluth · Buster Bluth · Gob Bluth · Lindsay Bluth Fünke: 'Huh? Nothing breaks us apart.' / 'What happened to Michael and George Michael?' / 'It's like they never showed up.' / 'Where the hell are they going?' / 'Probably pulling the car around.'
Lucille Bluth · Gob Bluth · Lindsay Bluth Fünke · Buster Bluth: 'Actually, I think they might be ready to move on.' / 'Right. Michael always comes back.' / 'Yeah. He thinks he has to "bring us together."' / 'Oh, Michael is such a zero.' / 'Oh, he'll be back.' / 'Michael always comes back.' / 'Oh, he'll be back. Especially after something goes horribly wrong, based on something stupid we did.'
Lucille · George Sr. · Tobias · Gob: Right. Michael always comes back. Yeah. He thinks he has to 'bring us together.' Oh, Michael is such a zero. Oh, he'll be back. Michael always comes back.
Narrator: 'No, no. I don't think anything's gonna go horribly wrong for a long, long ti—' [cuts off]
Narrator Meta/Self-Referential Setup/Punchline ★ Rewatch Various Bluths · Gob Bluth: Post-credits 'On the next AD': The family discovers Gob's mannequin in the wall is actually a body. 'Hey, gang, does Buster's mannequin look like...' / 'Judy Garland.' / 'Is it Lucille 2?' / 'Why is she smiling?' / 'This isn't a mannequin.' / '...' / 'This is... the happiest corpse I've ever seen.'
Buster Bluth: 'Okay, I did it. So...' — Buster's non-confession/confession, after seeing the body.
Buster Bluth Character Comedy Deadpan/Understatement ★ Rewatch Callback Buster: Okay, I did it. So...
Buster Dark/Subversive Deadpan/Understatement ★ Rewatch Buster Bluth: 'But doesn't she remind you of Mom?' — Final line of the episode.
Buster Bluth Dark/Subversive Character Comedy ★ Rewatch Callback Top Episodes — Arrested Development