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Development Arrested

"Development Arrested"
Directors: John Fortenberry — Writer: Day, Hurwitz, Tatham, & Vallely — Aired: February 10, 2006 — Icon-image          (Remix)

"Development Arrested" is the thirteenth episode of Arrested Development's third season, and the season finale. Lucille throws a yacht party to celebrate the family's recent success, but the Bluths learn the sailing is still far from smooth.


The episode opens with Michael Bluth being honored by his family for his work in getting the treason charges against his father dropped. At the party, Michael breaks into tears, which the narrator says is due to the fact that his family would now be part of his life for a long, long time.

The day before, Michael woke up to find George Michael in his bed. After getting to second base one night, then finding out they were probably related, Maeby kicked George Michael out of their room to prevent further make out sessions. Michael figures his son is just nervous about his dad running a successful company for a change, now that all the charges against George have been dropped.

In fact, on the television show Mad Money, Jim Cramer upgrades Bluth Co. from a “Don’t Buy” to a “Risky”. Michael asks his son if he has anything on his mind, and George Michael suggests moving out of town now that things are turning around. Michael promises he’ll discuss it later, after breakfast with the family.

And so, the family gathers at the penthouse for a catered Sunday brunch. Lucille suggests throwing a party on the same boat to finally name Michael CEO. Michael actually expresses hope for the future of the company and mentions in passing that the family could now sell their stock for $2 million each, although they shouldn’t, since the company is now moving forward.

Lindsay privately tells Michael she wanted to sell her shares since she is almost 40 and wants to remarry. George also tells Michael he wants to cash out and move down to Cabo San Lucas. Michael assures them both that the honestly run family business will generate plenty of money, but George warns his son that there was no way Lucille will allow a clean business. She even stole the idea of selling frozen bananas from a Korean immigrant and then had him deported when he threatened to sue. Michael is surprised to find out Lucille was behind all the dirty business.

Michael goes to cancel the reservation on the party boat as Buster is still afraid of the ocean. Down at the harbor, Michael finds G.O.B. trying to flee on a boat that he had been living on. Michael asks G.O.B. how he planned to pay for the boat and G.O.B. replies that Stan Sitwell made a generous offer for his stock, an offer G.O.B. is determined to take.

Michael calls his mother for advice. Her idea was to lease the boat to G.O.B. through the company to show the shareholders the family was united. So Michael sold out just a little. George Michael visits his father at the office, wanting to talk about moving. Michael tells his son the party is important to show how close the family is. This causes George Michael to blurt out that he and Maeby made out reasoning that they didn’t think they were cousins at the time. Tobias had since shown them very graphic photos of Maeby's birth. George Michael feels like he can’t be around both Maeby, and now Lindsay any longer. Michael is shocked and tells his son he can no longer act on his feelings. Still needing to keep the family together, Michael brings up Ann Veal suggesting George Michael bring her to the party.

Lindsay, meanwhile, is doing a little selling out of her own, telling Stan Sitwell that she refuses to sell her five percent of the company, even though he hasn’t made an actual offer. Sitwell expresses surprise that Lucille gave Lindsay less of the company than she gave her actual children. Lindsay is just as surprised to find out that she is adopted. Sitwell apologizes, assuming Lindsay already knew, but she is overjoyed to hear that she isn’t actually related to the rest of the Bluths. Sitwell goes on to explain that he wanted to adopt Lindsay but that the Bluths took her from under his nose when she was three. He suggests she throw a party for her upcoming 40th birthday party. Lindsay does not take this part of the news anywhere near as well.

Maeby, meanwhile, heads to Tantamount Studios, where word is out she is about to be replaced after the studio found out that she wasn’t the age she had claimed to be. She finds out that she wasn’t going to be fired, and in fact the studio had already received ten offers on Maeby’s life story. The only catch is that she needs to get her family to sign their rights away to the story.

Michael was having trouble sleeping after having compromised his morals. He was also having trouble with the fact that Lindsay was currently sharing his bed. Lindsay happily tells him the news of her adoption and propositions him, claiming that if she doesn’t get divorced and remarried in a month, she is going to sell her shares. She asks Michael to marry her but even he couldn’t sell out that much.

The next morning, Michael awakes to find Tobias in his bed. He tells Michael that he also wants to sell his shares and move on. Michael tells Tobias that if he can find another venue for the upcoming party, one that isn’t a boat, perhaps he can put Tobias on the company payroll as an Events Coordinator.

Soon, George Michael visits Ann’s to try and win her back. Her Uncle Paul answers the door and tells him that Ann has moved in with her new boyfriend. Feeling that he can’t go home, George Michael decides to seek out his own creepy uncle. At the same time, Michael confronts Lucille about the Lindsay's adoption, which she openly admits to. She claims that they didn’t tell anybody Lindsay was adopted because it would look bad if people knew they took in a child just to stick it to the Sitwells.

Michael says this is a problem, because it makes it harder for him to keep the family from selling their shares. Lucille suggests a payoff called an accrued cash dividend. The family won’t get their money until they sign an agreement promising not to sell their shares for ten years. This maneuver is once again illegal.

Tobias catches up with Michael and tells him he had booked the RMS Queen Mary for the party, thinking this was a chain of nightclubs and not a luxury ocean liner permanently docked south of Los Angeles. He has also booked G.O.B.’s old stripper troupe, the Hot Cops. Buster, still terrified of the ocean after having his hand bitten off by a seal, begins to dread the party.

George Michael catches up with G.O.B. at the harbor and finds out that G.O.B. has been dating his ex-girlfriend Ann ever since he judged the Miss Inner Beauty pageant. They had been living together on the boat. G.O.B. told George Michael that Ann needed a man, and George Michael decides to become one by punching out G.O.B. Ann becomes very upset.

As is Buster, when he sees the ship where the party is being held. Maeby is trying to get the family to sign away their TV rights to her story. Lucille is trying to get signatures from the family too that would prevent them from selling their company stock. And G.O.B., after hearing Lindsay say she was adopted, and upset that Michael sent George Michael to the docks, goes into a sort of knee-jerk revenge mode and tries to proposition Lindsay. Her reaction is very negative and violent to say the least.

Lucille asks Maeby to collect signatures for her, offering each family member $100,000 to sign. This neatly solves Maeby’s TV rights problem as she can trick them into signing away their TV rights. Michael addresses the gathered crowd. While lauding each member of the family, Michael realizes that all of his efforts to keep them together have paid off and he begins to cry. The tears shown at the beginning of the episode are not tears of sorrow, but in fact tears of joy.

After the speech, G.O.B. tells Michael of his run in with George-Michael and how he offered to let the boy have the yacht if he didn’t hit him again. Upset that his son was fleeing somewhere in the yacht, Michael prepares to leave the party. Lucille tries to stop him by reminding him that it wouldn’t look good to the investors. Michael chooses to ignore her and for once runs off to look after his son.

Stan Sitwell approaches Lucille at the bar, remarking that he's never seen a CEO cry before and that perhaps Michael is a curious choice to run the company. After a quick negotiation, Lucille agrees to sell Stan the company for 12% above the market value. Using one of the telescopes on the ship, Michael spots the C-Word in the harbor. Rushing to a rubber dinghy, Michael chases after his son.

And that’s when G.O.B. notices something too: SEC police boats approaching the party. Lucille wonders who tipped off the feds to the company’s latest misdealings. That’s when the informant steps forward. Annyong, Lucille’s adopted son, who reveals that he dobbed them in as revenge for his grandfather, the man Lucille stole the banana stand idea from. Lucille doesn’t want to go peacefully though, and Michael catches up with his son.

George Michael explains that with Ann dating someone else and Maeby being his cousin, he couldn’t stay in Newport. Michael informs him that Maeby isn’t actually his cousin as her mother Lindsay is adopted, but that he still can’t be with Maeby because he’s only 15 and that even though she isn’t a blood relative, she's still family.

Suddenly, the yacht is rocked by a huge wave as Lucille tries to power the RMS Queen Mary off the dock and into the open sea. The boat’s rocking sends Buster overboard and into the ocean, his second greatest fear. He is soon confronted by his greatest fear, a seal with a yellow ribbon tied around its neck; the very same seal that G.O.B. had used in his magic act until it developed a taste for flesh and caused him to dump it in the ocean. It was the very same seal that bit off Buster’s hand.

And the RMS Queen Mary and C-Word both make a break for it. George Michael offers to go back and stick with the family, but Michael finally realizes that his son is the most important thing in his life. With a full tank of gas, a house waiting in Cabo and $500,000 in cashier’s checks he decides to let the family handle their own problems for a change while he spends some quality time with his son. Michael pushes the throttle forward and he and his son motor off into the sunset, with the narrator saying "It WAS Arrested Development".


Michael and George Michael finally arrive in Cabo, and the next morning Michael wakes up. However, Michael receives another surprise bedfellow: his father, who had woken up next to him. George greets his son and then asks how the party was.

Meanwhile, Maeby and her agent attempt to pitch their idea to "a Hollywood icon", the real Ron Howard (who had been narrating the series throughout its run). Howard tells them that he does not see the concept working as a series, which draws expressions of disappointment from Maeby and her agent. It is then that Howard says the final lines of Arrested Development Season 3: "Maybe a movie."


  • Brandon Killham as Young Michael
  • Somer Dice as Young Lindsay
  • Ryan Ashley as Hot Sailor Bix
  • Jason Young as Hot Sailor #2
  • William B. Wesley as Hot Sailer #3
  • Scott Fowler as Hot Sailor #4
  • Steve Bermundo as Hot Sailer #5

Recurring themes[]


  • Ally McBeal - Actress Portia de Rossi played a character named Nelle in this series, mirroring the revelation of Lindsay's identity in this episode
  • Mad Money - Jim Cramer bumps up the Bluth Company from “Don’t Buy” (as heard in "The Cabin Show") to “Risky.”
  • Risky Business - Ted is dressed like Tom Cruise in Risky Business (sunglasses, collar up, no pants) under the "Risky Business" banner. He can be heard saying "I couldn't see through the glasses and I slid into the ladder", implying he (unsuccessfully) attempted to re-create the famous "sliding in front of the stairs" scene from the movie, in front of the ladder.
  • Skating With Celebrities
    • Maeby’s taxi drives by a billboard for the show Skating with Celebrities, which has the tagline “Train Wreck on Ice!” Skating With Celebrities is the show that replaced Arrested Development in its Monday timeslot.
    • Buster says he prefers that show when Maeby attempts to get him to sign away rights for a series. (Celebrities not only took Arrested's Monday night time slot, but also increased the Monday ratings considerably.)
    • Maeby later circulates a "petition to help improve television," referencing the numerous petitions requesting that FOX keep Arrested on the air.

Callbacks/Running Jokes[]

  • "And a whole lot of love." - Lucille uses love as an excuse for committing a horrible deed, which she had first done in "Let 'Em Eat Cake".
  • Chant - The Bluths chant the words "risky, risky" over and over again when Michael walks in, the same way the Bluth employees chanted "don't buy, don't buy" in "The Cabin Show" and "Speech" in "Marta Complex".
    • The Bluths also later chant "$2 million, $2 million" in the same way.
  • "Come on!" - G.O.B.'s running line (most notably from "Afternoon Delight"), is used by Michael, George Michael and Buster.
  • The C-Word - G.O.B. is seen on a party boat named the "C-Word"; a callback to the Seaward in "The One Where They Build a House". Lucille had misheard the word "seaward" as "C-Word" in that episode. The C-Word is both "cunt" and "cancelled."
    • Later, G.O.B. doesn’t want the "C-Word" to smell like fish. This is a reference to the rather crude notion that unwashed female genitalia can take on a smell similar to fish.
    • G.O.B also has a problem with the letter c in words, frequently mispronouncing words like 'circumvent', and 'consummate'.
  • Flee - G.O.B. once again tries to flee from Michael on a boat. He had first attempted to do this in "My Mother, the Car".
  • Her? - When George Michael finds out G.O.B. had been dating Ann, he says, "Her?"
    • When G.O.B. tells Michael that he had been dating Ann, he says, "Her?"
  • Hot Cops - Tobias hires the Hot Cops to perform at the party. Hot Cops is the stripper agency G.O.B. worked for in "Pier Pressure", and that has been referenced several times throughout the series (most notably in "Best Man for the Gob" and "Queen for a Day").
  • "I’ve made a huge mistake" - When Lucille regrets putting Michael in charge, she utters G.O.B.'s catch phrase. This was first used by G.O.B. in "Key Decisions".
  • Knee-Jerk Revenge Mode - The Narrator says that G.O.B. went into a "kind of knee-jerk revenge mode" when G.O.B. attempts to sleep with Lindsay to get back at Michael. G.O.B.'s tendency to sleep with women he thinks Michael is interested in was first displayed in "Shock and Aww".
  • "Maeby ever mention my name?" - Annyong is interested to know whether Maeby has mentioned him. Annyong developed a crush on Maeby in "Let 'Em Eat Cake".
  • "Nellie" - We learn that Lindsay is the Nellie from the photo Michael discovered in "Fakin' It".
  • Nose job - Lindsay says "this is the happiest I’ve been since the day I got my new nose," referring to the nose job she had done when she was younger. We first learned she had a nose job done in "The One Where Michael Leaves".
    • We also learn that Lindsay had work done on her lips, forehead and teeth. Additionally, Lindsay mentions that her hair color isn't natural, referring to Michael's "bleach-blonde" comment from "The Cabin Show".
  • "Pilot" - This episode has numerous scenes and moments mimicking the "Pilot". Often, things are the opposite of what they were in the pilot.
    • Both episodes start off with a boat party, panning from the sky to Michael, followed by the Narrator saying "This is Michael Bluth." The same music opens both episodes.
    • Both contain banners at the boat party with Western references, the banner in the pilot reading "Happy Trails, Pard'ner!" and in this episode reading "Mount Up Pard'ners!"
    • Both cold openings end with the Narrator explaining why Michael is in a certain mood. Both times are due to his family. However, in "Pilot", Michael is happy that he will never see his family again, whereas in this episode, he is apparently sad because he has to stay with them.
    • After the intros, both of which occur chronologically later in the episodes, the episodes then cut to Michael in his bed, and pan out to reveal George Michael laying next to him.
    • George Michael saying “the most important thing” is “family” and Michael saying “breakfast.” In "Pilot", these lines were reversed.
    • In "Pilot", George Michael wants to stay with the family and Michael wants to leave. In this episode, George Michael wants to leave and Michael initially wants to stay.
    • Tobias walks into Lucille's penthouse and hugs Michael. Michael then says "hey, oh" and nervously laughs as Tobias hugs him.
    • In both episodes, the song "Free At Last" is present.
    • In both episodes, the Securities and Exchange Commission interrupts the boat party. When G.O.B. sees the police boats, he says "Are those police boats?", followed by George saying "That’s the SEC" and Buster saying "They have boats?" Here, these lines are mirrored exactly, except Lucille says George's line and Buster's line is changed to "They still have boats?"
    • Once again, Lucille tries to flee the SEC in the RMS Queen Mary, resulting in another slow boat chase. However, this time, the SEC is coming after Lucille and not George.
  • Queen Mary - Tobias (mistakenly) selects the ship in Long Beach as the location for the party instead of the Tobias is Queen Mary chain of nightclubs seen in "Queen for a Day".
  • Religious Girlfriend - G.O.B. has been dating Ann since the pageant at the Church and State Fair in "Notapusy", when he said that the third place contestant is "a little bit plain" and has "super low self-esteem" so he "steps in and lays her crown upon his sweet head."
    • The Holy Trinity scene continues from "Family Ties", revealing Ann.
    • In this episode, it is described that G.O.B. reached second base with Ann "head first." In the Season Two episode "Switch Hitter", during the softball game, G.O.B. collides with Ann at home base, with the narrator saying "G.O.B. went head first into The Wall (Ann's nickname)."
  • Robot - G.O.B. once again calls Michael a robot due to his apparent lack of emotion. G.O.B. had first used this expression in "The Cabin Show", "S.O.B.s" and "Exit Strategy".
    • When Michael cries during his speech, the Narrator says "and that's when Michael finally cried," emphasizing Michael's tendency to not openly express his emotions.
  • Seal - Buster encounters the seal with the yellow bow-tie that had bitten off his hand in "Out on a Limb".
  • Shiner - The bruise on G.O.B.'s face looks identical (and is in the same spot) as the bruise he got in "Beef Consommé".
    • Throughout this episode, G.O.B. is hit repeatedly. He always takes the blow in the same area of his face.
  • Shrimp - George uses free shrimp to trick Oscar into attending the boat party in his place. George showed his love of shrimp in "Fakin' It" when he would visit Buster only so he could eat at ShrimpFest.
  • Skip Church's Bistro - The brunch is catered by Skip Church’s Bistro, seen in "Out on a Limb". Among the food being served are several dishes of the infamous "Skip's Scramble."
  • Stick It - Lucille says she bought Lindsay just to "stick it" to Sitwell. G.O.B. and George had talked about Michael "sticking it" to Sally Sitwell in "Burning Love".
  • "That was a freebie" - Maeby says "that was a freebie" when Lucille gets her to take down signatures. Maeby used this expression in "Mr. F" and George, along with G.O.B., used this expression in "Prison Break-In". Lucille first said it in "The Cabin Show".
  • "This was as good an opening as George Michael was going to get." - George Michael finally talks to his father about his crush on Maeby, something which he's been trying to do throughout the series (most notably in "Pier Pressure", "The Cabin Show", "For British Eyes Only" and "S.O.B.s").
  • Wee Brain - Mort Meyers refers to Rita as a "wee brain," the very same thing said in "Forget-Me-Now" when she was covering up the letters of the "Wee Britain" bench.

Hidden/Background Jokes[]

  • 53 Weeks - George Michael says that he's had a crush on his cousin for 53 weeks, referring to the fact that this is the 53rd episode.
  • Alpaca - Lucille accidentally calls Stan Sitwell an alpaca when referring to his alopecia condition.
    • Later in the episode, Sitwell is wearing a wig made from alpaca hair.
  • Bluth's Original Frozen Banana Stand - According to the photo, a Korean immigrant first marketed the frozen banana as "Cold Banana in Delicious Brown Taste."
  • Commercial - When Michael switches on the television, the "and they deliver insulin right to my door" commercial plays. This commercial was also heard in "Exit Strategy".
    • Bob Loblaw's commercial from "Forget-Me-Now" can also be heard in the background after this.
  • G.O.B.'s home - The joke where none of the Bluths know where G.O.B. lives refers to the fact that G.O.B. has had no official place of residence since he blew up the yacht he was living on in "Missing Kitty". This sparked a lot of similar discussion among fans about where G.O.B. lives.
  • Maeby's Birth - The Fünkes’ announcement reads "There’s A Girl in My Soup! Announcing Our Daughter: Maeby Fünke." In "Beef Consommé", Lucille had remarked that Maeby was made in a cup, "like soup," so it is possible that her comment originated from the birth announcement.
  • Maeby's release forms - Maeby asks Buster to sign release forms, saying TV is "not as good as it used to be" and that signing her "petition" would "make it better." Arrested Development fans often used the same argument against FOX's cancellation of the show. Buster replies by saying he liked "Skating With Celebrities," a FOX reality show, indicating that many other people did not care.
  • Mimicking Photos - When Tobias is in bed with Michael, he does the same expression George Michael is doing in the photo behind him.
  • Mock Trial with J. Reinhold - The front page of Variety also features an article "There go the Judge" in the bottom right corner.
  • Monster - George Michael says he's "kind of" scared of a monster. Although the Narrator says this is the monster of lust, this line could also be interpreted as a penis joke, and a callback to Rita's "That way I can see if you have a monster" line from "The Ocean Walker". It may also be a reference to the potential incestuous child he and Maeby could one day have.
  • One Day - Annyong says his grandfather vowed "One day, he would get even for Banana Stand you stole from him." Given that Annyong's real name, Hel-loh, is captioned "One Day" when translated to English, this sentence can also be interpreted as his grandfather saying that Annyong would get even for this.
  • Sign - Michael updates the “Days Without a Workplace Injury” sign from 27 to 1. Since the sign should actually have read "0", it can be interpreted that Michael was trying to misrepresent the office's safety.
  • Is Tobias gay?
    • Tobias spoons Michael while lying next to him in bed, and does so for a further 20 minutes while deciding to be Events Coordinator.
    • When it is revealed that G.O.B. is living on a yacht, Tobias says, "I always pictured him in a lighthouse," implying that Tobias may fantasize about G.O.B.
    • Tobias ponders changing the Hot Cops theme for the party to 'Hot Sailors', and Michael interrupts him when deciding on 'Hot Seamen'. Michael says that he likes 'Hot Sailors' and Tobias enthusiastically concurs.
    • During the speech at the party, Tobias and Lindsay stand separated by the Hot Sailors.
    • When the narrator points out that Michael's crying is "not exactly a turn-on", the camera cuts to Tobias' face, which is visibly disgusted.
  • Variety articles - The Variety article “Tantamount To Child Labor; Teen Exec Cons Studio Job” reads:
    • Another article in the first Variety reported the cancellation of Mock Trial with J. Reinhold.
    • The second Variety features articles “Biz Slips On Uni-tard; Managing Rita’s Development” as well as “TV DVD Sales Enjoy All Time High.”

Foreshadowing/Future References[]

  • Adopted - Lindsay's adoption is hinted at, early in the episode, during the flashback to Michael comforting Lindsay as children. Lindsay is clearly a lot older than Michael in this flashback, despite the fact they're supposed to be twins.
  • Oscar - There are several hints that it is in fact Oscar on the ship, rather than George.
    • First, when Oscar walks up to Buster, the Narrator says "and Buster was approached by his loving father." Buster has a much stronger relationship with Oscar than George, and throughout the show it is made clear that Oscar is in fact Buster's biological father.
    • Oscar (a well-known marijuana user) replies with "We're on a ship?", implying that he is under the influence of drugs at the time.
    • When Michael mentions George in his speech, Oscar yells out "He's a great man!", not realizing the others think he is George. The audience, however, passes this off as a joke from George and simply laughs, while Oscar looks around, somewhat confused.
    • This is revealed to be true when the S.E.C. boards the boat and Oscar realizes that he has been used as a switch for George — who Michael wakes up next to in the house in Cabo in the epilogue.


→ See more quotes from "Development Arrested" at Transcript of Development Arrested.


  • Unlike the other season finales, which ended with "On the next season of Arrested Development," this episode ends with "On the epilogue." However, when this was broadcast, closed captioning had "On some future Arrested Development" as this line.
  • This episode earned writers Chuck Tatham, Jim Vallely, Richard Day and Mitchell Hurwitz an Emmy Nomination For Outstanding Writing In A Comedy Series.


→ See 101 pictures from Development Arrested at Images from Development Arrested.

1. "The Cabin Show"
2. "For British Eyes Only"
3. "Forget-Me-Now"
4. "Notapusy"
5. "Mr. F"

6. "The Ocean Walker"
7. "Prison Break-In"
8. "Making a Stand"
9. "S.O.B.s"

10. "Fakin' It"
11. "Family Ties"
12. "Exit Strategy"
13. "Development Arrested"

Season OneSeason TwoSeason ThreeSeason FourSeason Five