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Shock and Aww

"Shock and Aww"
Directors: Joe Russo — Writer: Chuck Martin & Jim Vallely — Aired: March 7, 2004 — Icon-image      

"Shock and Aww" is the fourteenth episode of Arrested Development's first season.

Michael falls for George Michael's ethics teacher, Miss Baerly, whom his son also has a crush on. Meanwhile, Lucille adopts a 14-year-old Korean boy, and George Sr.'s "Caged Wisdom" tapes have given him a new admirer.


Like father, like son[]

George Michael has fallen in love with Beth Baerly, his Ethics teacher. He opens up to his aunt Lindsay but she misunderstands and think he wants Miss Baerly to be his surrogate mother. At parent-teacher conferences at the high school Lindsay tells Michael about Miss Baerly. They are instantly attracted to each other and leave the conference to have drinks and spend the night together at the model home. The next morning, George Michael confesses to Michael that he is in love with Miss Baerly. When he sees her leaving the house Michael lies to him and tells him G.O.B. slept with her.

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Michael breaks up with Miss Baerly for George Michael's sake but later regrets his decision so attempts to get back together with her at the school's Diversity Dance. Michael tells his son about his relationship with Miss Baerly to win over her trust again, but she decides that she doesn't wants either the father or son Bluth. Instead she dances with her student Jeremy, much to the dismay of George Michael.

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G.O.B.'s revenge[]

G.O.B., still bitter about Michael stealing Marta, sets Michael up with Nazhgalia on a blind date. At the date G.O.B. mistakes Michael's kindness to Nazhgalia for attraction so he sleeps with her. When he learns that Michael wasn't attracted to her he attempts to steal Miss Baerly but sleeps with Mrs. Whitehead instead. His actions cause him to lose his girlfriend Shannon.

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Another Bluth boy[]

Lucille asks Michael for help with her newly adopted Korean son. She signed up for him a year prior when she was angry at Buster but regretted the decision. However, when she saw how jealous Buster was of Annyong she decided to keep him. She named him "Annyong" after the only word he spoke to her. Buster takes Annyong to the high school to enroll where he meets Maeby who asks him to the Diversity Dance. At the dance, Maeby dumps him for Steve Holt.

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George's admirer[]

At prison, George's new admirer Cindi Lightballoon swoons over his Caged Wisdom tapes. She attempts to get him to admit his sins to her after admitting her own. George, however, is only interested in Cindi for her body. Agent Cummings and Freeling hook a camera and microphone up to Cindi's bra inside a Blendin van but George tweak's Cindi's nipples, thereby breaking the equipment and spoiling the setup.


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Recurring themes[]


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  • Iraqi War - The title refers to the Bush Administration’s term for the Iraqi air strike at the beginning of the war, "Shock and Awe."
  • Saddam Hussein - Many references to the former dictator, who would play a pivotal role by the 3rd season:
    • Beth Baerly loves him, and pictures of him are posted in her classroom.
    • Michael makes multiple references to how pictures of Hussein's palace bear a resemblance to their model home, foreshadowing later plots.
    • George Michael creates a collage of Saddam images to impress Miss Baerly.
    • Jeremy bakes a Saddam cupcake to impress Miss Baerly.
  • Some Like It Hot - The film featuring men dressed as women is referenced in an ad for coffee at Klimpy's Express: “Some Like It Hot! Some Like it Cold”. The ad appears behind Nazhgalia, who is actually a male actor portraying a woman.

Callbacks/Running Jokes[]

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  • Affair - George Sr.'s habit of cheating on Lucille is once again apparent as he tweaks Cindi's nipples through a chain-link fence, an activity he repeats in "Altar Egos".
  • Bluth Banana Jail Bars - George Sr. produces the signature fruit of Arrested Development in bar form.
  • Blendin - A play on the phrase 'Blend In', which the undercover feds hope to do in the "Blendin Mobile Pet Grooming" van.
  • Caged Wisdom - Cindi Lightballoon is a fan of George Sr.'s religious teaching videos.
  • G.O.B. [bleeped] - G.O.B. says he [bleeped] Nazhgalia and Mrs. Whitehead similar to the way he says he [bleeped] Kitty, Starla, Lucille 2, and his Wife in other episodes.
  • "He has a type" - G.O.B. thinks Michael is interested in ugly women ("dogs"), just as Michael remarks that Tobias and Buster have certain types in later episodes ("bleach-blonde whores" and older women/those with "leathery, snappy" faces. Maeby also comments her mother has a type - Blue men.
  • Incest - In a somewhat ironic twist, the issue of George Michael's taboo crush on his own cousin Maeby is given a bit of a tweak: during a conversation about Miss Baerly, George Michael's crush on his teacher is mistaken by his aunt Lindsay for him wanting a surrogate mother, which prompts her to deliver several awkward lines (such as telling him that she can "fill that role") that leave George Michael with the impression that his own aunt (and Maeby's mother) is hitting on him.
  • Klimpy's - Michael and G.O.B. go on their double date at Klimpy's Express, a fastfood offshoot of the restaurant previously seen in "Public Relations".
  • Steve Holt! - Maeby yells Steve Holt's signature line at the Diversity Dance.
  • Yikes - George Michael responds to Lindsay's offer to "fill the role" of his mother, with a confused and scared "yikes" after she leaves the room. He has the same response to Tobias dropping his robe in the episode In God We Trust, revealing to George Michael that he is a never-nude. In both cases, the two parties were ignorant of each other's true meanings/intentions.

Hidden/Background Jokes[]

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  • During the scene in which Miss Baerly announces she met someone, the ethics class homework assignment is visible on the whiteboard behind her. The assignment includes reading "Either, Or", a slight (probably unintentional) misspelling of Søren Kierkegaard's "Either/Or". This is a rather ridiculous assignment for a high school ethics class, as the book is roughly 530 pages long.
  • Barely, Maybe, Surely - George Michael has a crush on someone called Miss Baerly (which sounds like "barely") after having a crush on Maeby (which sounds like "maybe"). A sign is shown in the high school that says, "Hold on, Surely Fünke . Surely Fünke: How we (heart) thee.” Maeby's invented sister Surely was revealed several episodes later in "Altar Egos".
  • Cottage Cheese - Lucille hopes for a son who will finish his cottage cheese; later she leaves Buster a note informing him that cottage cheese is his dinner.
  • Cupcake - Jeremy, the kid who dances with Miss Baerly at the end of the episode, had made a cupcake for her with Saddam's face on the top. He throws it in his backpack after she announces that she met someone.
  • Like Father, Like Son - Michael's comment on seeing Miss Baerly, "No ring" directly mirror George Michael's words from earlier in the episode.
  • Music - The background music at the Diversity Dance is the Arrested Development soundtrack music.
  • Stealing - After Buster says, “You’re trying to steal from the wrong man. Watch your back, my little immigrant friend,” Lupe (in the background) takes a soda can out of her purse and puts it on the table.
  • Stroke - Beth Baerly became the new ethics teacher after Mr. Daniels had a stroke, which was actually caused by Maeby asking him to the Diversity Dance.
  • National Garb - A pun on "National Guard", Nazhgalia and Shannon work at this military-themed clothing store.
  • G.O.B. is a whore - After Michael lies and tells George Michael that G.O.B. slept with Miss Baerly for revenge, George Michael asks why G.O.B. would do this, if George Michael likes her, not Michael. Michael responds that G.O.B. is "not that exact of a target shooter" and that he "just kinda sprays it everywhere," which is a reference to ejaculation.

Foreshadowing/Future References (Major Spoilers)[]

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  • Light Treason - Michael makes several comments about the model home’s resemblance to photos of Saddam’s palaces. This hints at George Sr.'s illegal housing development in Iraq, a fact which was later revealed in the season finale, "Let 'Em Eat Cake".
  • Surely Fünke - The school has a sign, “Hold on, Surely Fünke. Surely Fünke: How we (heart) thee.” Maeby's invented sister Surely was revealed several episodes later in "Altar Egos".
  • Limb Loss - Heather Graham's character references the punishment of hand loss in some countries for thievery. This is foreshadowing Buster's hand loss.
  • Adoption - Michael asks Lucille "Did you and dad adopt a child?" It was later revealed that they had adopted Lindsay.


→ See more quotes from "Shock and Aww" at Transcript of Shock and Aww.


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  • At first the series had a 13-episode order. This is the first episode produced after the show was picked up for a full, 22-episode season.
  • Tobias does not appear in this episode.
  • This is one of the few Season One episodes where Michael's dead wife, Tracy, is referenced.
  • This episode is rated TV-PG-DL.


→ See more images from "Shock and Aww" at Category:Images from Shock and Aww.

1. "Pilot"
2. "Top Banana"
3. "Bringing Up Buster"
4. "Key Decisions"
5. "Charity Drive"
6. "Visiting Ours"
7. "In God We Trust"
8. "My Mother, the Car"

  9. "Storming the Castle"
10. "Pier Pressure"
11. "Public Relations"
12. "Marta Complex"
13. "Beef Consommé"
14. "Shock and Aww"
15. "Staff Infection"
16. "Altar Egos"

17. "Justice Is Blind"
18. "Missing Kitty"
19. "Best Man for the Gob"
20. "Whistler's Mother"
21. "Not Without My Daughter"
22. "Let 'Em Eat Cake"

Season OneSeason TwoSeason ThreeSeason FourSeason Five