Season 1, Episode 3: Bringing Up Buster


Original airdate November 16, 2003
Written by Mitchell Hurwitz and Richard Rosenstock
Directed by Joe Russo
Production Code #1AJD02


“The bird leaves the nest when Lucille sends Buster to spend the day with Michael at work. Michael delegates his little brother the assembly of a new bicycle for George Michael, whom he feels is drifting away from him. Unbeknownst to Michael, his son has actually signed up for a school play with the intention of kissing Maeby, while she persues a romantic interest of her own. Meanwhile, Gob has nowhere to go after a break-up. and Lindsay secretly holds on to an expensive new dress after Michael asks her to return it.”

NOTE: Deconstructing Arrested Development openly discusses spoilers when relevant (which can include episodes that come later in the series). Readers who have not seen the series in its entirety are advised to proceed at their own discretion.


With Top Banana, Arrested Development delivered one of its most memorable episodes at an astonishingly early point in its run. But what’s even more astonishing is that the following episode, Bringing Up Buster, is also a routinely-cited fan favorite. It’s not uncommon for sit-coms to take more than a full season to hit their groove before they start putting out their “all-time greats,” but Arrested Development was being guided by comedic vocies so strong, it was top-tier television even when it was still finding its feet. In a way, these first three episodes function as an extended introduction to the show. They’re all rather accessible, work far better as stand-alone pieces than most episodes, and collectively, they fill in the rudimentary elements of the Arrested Development universe – just in time for the show to kick off several long-form story arcs in episode 4 (and begin building up the show’s roster of memorable supporting characters).


With the Pilot and Top Banana both capably establishing the show’s cast, premise, style and tone, Bringing Up Buster seeks to shed a bit more light on who these characters are. Namely Buster, who was absent from the previous episode. Supposedly, Buster was a particular point of concern when the show was first picked up, with network executives worrying his character was too weird and off-putting. In a lot of ways, it actually does make sense to focus the third episode so heavily on Buster. There’s a lot to unpack with him – not to mention his character is ostensibly a physical embodiment of the show’s title. But making such an early episode a character study on your most potentially alienating character is a monstrous gambit.


Byron “Buster” Bluth is unrelatable by design. You may never meet anyone as selfish and oblivious as Lindsay and Gob, but presumably, you’ve probably had at least one encounter in your life with an insincere activist, or a man who masks his insecurities in bravado. But Buster is something else entirely (and as brilliant as Tony Hale is in the role, his performance doesn’t exactly help make the character more grounded). Sure, he’s hardly the first sit-com character who could be described as a shut-in or a “mama’s boy,” but these are traits typically reserved for more minor characters, and are rarely ever taken to such extreme heights.

On the flipside, Buster is one of the few Bluths we can feel some genuine sympathy towards. The son of a torrid love affair, born with a perforated heart and some often hinted-at learning disabilities, Buster is Lucille’s “miracle baby,” And she has been treating him like one ever since, deploying a brand of parenting that’s as unhealthy as it is manipulative. All things considered, Buster never really had a chance at becoming a functional human being, and the fact that he’s one of the only kind-hearted members frames the character in a rather tragic way. Buster may act out sometimes, but rarely does he act out of malice.


The creepier aspects of Buster’s relationship with Lucille would be one of the first traits most fans associate with the character, but it’s considerably muted in this episode (it’s unclear if this was done purposefully to better humanize Buster, or because the joke just hadn’t quite evolved to this point yet). But Bringing Up Buster still manages to paint a rather vivid picture of just how Buster came to be… well, Buster – while better establishing the relationships between the four Bluth siblings as a unit. We learn that, despite Buster’s unwholesome fixations and over-reliance on Lucille, he also harbors lot of the same resentment towards her as his brothers and sister. And while Buster’s loyalty is ultimately too far ingrained at this point for him to ever leave the nest voluntarily, he does get one small victory out of his brief brush with insurgency:


Perhaps it was at the request of the network, perhaps the writers themselves feared Buster might turn new viewers off, but whatever the case, it seems they consciously sought to offset the character’s weirdness here by giving this episode a decidedly conventional set of storylines. Our A plot is essentially a “child comes to the office” story (something the show would actually do again more formally in this season’s penultimate installment), and the B plot sees the show’s younger characters taking on extracurricular activities to get closer to crushes. On a conceptual level, Bringing Up Buster may be the deepest the show’s ever waded into the “generic sit-com” sea. It’s a rarity for the show – even moreso for a Buster-centric episode – but it actually works very well at this introductory point in the series.


Despite Arrested Development’s prowess for character humor, the show usually prioritizes story to an unprecedented degree. Its lore is comparable in detail to the most obsessed-over sagas in fiction, its narratives often labyrinthian, with the show dabbling in varying degrees of serialization while building up a history it often pulls from (and expands on). This penchant for intricate storytelling remains one of the show’s flagship elements to this day, but it’s an element confined almost entirely to the subplots in Bringing Up Buster. Rather than weaving a series of amusing coincidences and misunderstandings together into a delicate structure, this episode attains its narrative unity through a more subtle thematic resonance – with each of the Bluths questioning their relationship with either their child or their parent, ultimately learning that flying too close to the sun can have the same effect as touching the Cornballer…


Never touch the Cornballer.


BlueDot2 While all the Cornballer material is memorable, Tobias burning himself would have to be my favorite part of the opening scene:


“Hot, hot, hot hot hot…”

BlueDot2 TOBIAS: Take my daughter, for example. She lives her life, and I get the pleasure of guessing what that might entail. Now, watch this — Maeby! Where are you off to on this glorious Sunday afternoon? — She won’t tell me.
MAEBY: I’m going to audition for a play.
TOBIAS: Well, that time it didn’t work… What-what play?!
MAEBY: It’s for high school. You can’t audition.

BlueDot2 GEORGE MICHAEL: I would kiss before I spoke… And then there’s a kiss, right?
GEORGE MICHAEL: (speaking louder) And then there’s a kiss, right?

BlueDot2 The slideshow of Buster’s postgraduate studies:


Side note: That group in the middle photo shows up again in Charity Drive, during the “90% gravity” cutaway.

BlueDot2 This classic scene:

Few things rival the sheer delight Tony Hale exudes during this scene, though an overlooked detail I personally love is Lucille questioning why Michael didn’t “invite” Buster to hear him lecture Lindsay.

BlueDot2 “You run around with everyone else, going on bike rides, making cornholes. Everyone’s laughing and riding and cornholing except Buster.”

BlueDot2 The whole scene with the three brothers in the copy room is a delight:

MICHAEL: Gob, what are you doing here, and why are you in a bathrobe?
GOB: What’s he doing here? Why is he in his bathing suit?
BUSTER: Mom dropped me off to spend time with Michael.
GOB: Spend time with Michael or to serve her own menopausal needs?
MICHAEL: She’s always gotta wedge herself in the middle of us so that she can control everything.
BUSTER: (chuckles) Yeah, mom’s awesome. …Maybe we should call her?

Amidst this, you’ve got Gob feeding a series of objects into the shredder, which include a string of paper clips, a pencil, and several slices of bread – one of which he sniffs before shredding, as if checking its freshness:


And finally:

GOB: Let me ask you something. Is this a business decision, or is it personal? ’Cause if it’s business, I’ll go away happily. But if it’s personal, I’ll go away, but I won’t be happy.
MICHAEL: …It’s personal.
BUSTER (to Gob): I am so sorry.

BlueDot2 MAEBY: Dad, what are you doing here? Go away!
TOBIAS: Yes, because the director might be here soon, right? Oops, too late. He’s already here! Hello everyone, and welcome to the theater. I am Dr. Tobias Fünke, and I will be your new… director!

BlueDot2 “And you tell me you’ve got some P.E. teacher directing? That just makes me want to puke all over your head, sir!”

BlueDot2 A little bit of physical comedy from David Cross:


BlueDot2 Tobias reminds his high school-aged actors that they are playing adults “with fully formed libidos, not two young men playing grab-ass in the shower.”

BlueDot2 I’ll, err, let this moment speak for itself:


BlueDot2 TOBIAS: Steven Holt… Where is Steven Holt?
STEVE HOLT: Steve Holt!
TOBIAS: Yes. Get ready for the acting challenge of your sweet young life, fair lady, for you are my Beatrice!
STEVE HOLT: Beatrice!

BlueDot2 GEORGE SR: I never see you anymore, Michael.
MICHAEL: You’re in prison. And I was here yesterday.
GEORGE SR: Oh, yeah, that’s, that’s… I’m sorry. I couldn’t break away from the poker game. Capital G was down to his boxers.
MICHAEL: Strip poker?
GEORGE SR: Yeah, and it’s tough. We can really only play about… two hands.

BlueDot2 Every instance of the camera zooming out to reveal an unexpected presence in a scene.


It’s a great gag, done a little differently every time, but always executed to perfection.


It’s a perfect distillation of how the show can completely change our understanding of a scene by gradually revealing new information.

BlueDot2 LUCILLE: Staying here? What, did that Mexican throw you out?
GOB: She’s not “that Mexican,” mom, she’s my Mexican. And she’s Colombian or something… Anyway, it’s over.
LUCILLE: You’ve got 3 days.
GOB: Hey, if I can’t find a horny immigrant by then, I don’t deserve to stay here.


(A lesson most viewers will know by now: If you ever want Lucille to get along with you, just say something offensive in her presence.)

BlueDot2 MICHAEL: Hey Tobias, how’s my son doing?
TOBIAS: Oh, well, he didn’t want to rehearse today. But I-I do think I have a handle on what he’s going through. I wish I could say the same for Steve Holt, though. I don’t know what the hell her problem is.
TOBIAS: Oh, uh, I’m sorry. I say that because I switched the parts. But, it’s still… off. Perhaps if she dressed as a woman…
TOBIAS: Oh, for the love of god, she’s playing a woman!

(Michael technically delivers the show’s first “Her?” in that exchange, though it’s unclear if its association with the subsequent catch phrase is intentional. Given how far we are from Ann’s introduction at this point, I’m inclined to write it off as a coincidence.)

BlueDot2 Undoubtedly one of the most memorable moments of the entire series:

BlueDot2 GEORGE MICHAEL: So, I quit the play. I don’t really like plays. Also, I think your dad thinks I’m gay.
MAEBY: Oh, he thinks everyone’s gay.

BlueDot2 “Oh, hello Buster. Here’s a candy bar. No, I’m withholding it. Look at me, getting off.”

BlueDot2 MICHAEL: You were flying today, buddy.
BUSTER: Yes, I was flying. But a little too close to the sun.
LUCILLE: You let him go in the sun?!

BlueDot2 Maeby finally getting to kiss Steve Holt, only to find the experience off-putting because:



BlueDot2 There are quite a few gaffes during the opening scene in the model home kitchen: Ice visibly falls from the towel Michael wraps around his hand, George Michael touches the still-very-hot Cornballer with his elbow to absolutely no reaction, and some major shot-to-shot continuity issues with the countertop behind Michael:

103-CabinetGaffe1   103-CabinetGaffe2

BlueDot2 The school play is Much Ado About Nothing, but the line “I would kiss before I spoke” is actually from As You Like It.


BlueDot2 The title is a reference to the 1938 film Bringing Up Baby, and refers to Buster’s role as the “baby” of the family (both figuratively, by being the youngest Bluth sibling, and in terms of his infantile personality).

BlueDot2 Richard Rosenstock receives his first writing credit here, co-writing the episode with Mitch Hurwtiz. Richard Rosenstock would pen several episodes across seasons 1, 2 and 4 (the others being Visiting Ours, Best Man for the Gob, Not Without My Daughter, The One Where Michael Leaves, Meat the Veals, Borderline Personalities, Double Crossers, Red Hairing, Smashed, Queen B. and It Gets Better). He would be credited as a co-executive producer on the series from Storming the Castle through to The Righteous Brothers, returning as a co-executive producer in season 4, and eventually a consulting producer again in season 5. Other shows Rosenstock has worked on include The Big Bang Theory, Family Guy, Flying Blind, The King of Queens, Kitchen Confidential, Oh Madeline and Will & Grace.

BlueDot2 Lenor Varela can briefly be seen in a flashback here as Gob’s on-again-off-again girlfriend Marta. She’d become part of a major story arc beginning with the next episode (and carrying right on through to the mid-season finale). These are the only two episodes where Lenor Varela portrays the character of Marta (known to fans as Marta 1.0), who would be played by Patricia Velasquez (Marta 2.0) in all her subsequent season 1 appearances – more on that in the next installment.


This also marks the first appearance of Steve Holt!, played by Justin Grant Wade. He only appears twice in season 1 (the other instance being a brief cameo in Shock and Aww), but would later become one of the show’s most significant recurring characters, starring in multiple episodes across all 5 seasons (most notably season 3, where he appears in 5 of the season’s 13 episodes).


As for this episode’s one-time cast members, Bart Tangredi and Jim Ishida appear as the school’s coach and administrator, respectively. Richard Simmons makes a brief cameo too, playing himself in the Cornballer infomercial (while it’s his only appearance in the show, Simmons also receives a credit in season 2’s The One Where They Build a House when the footage is reused).


BlueDot2 This episode introduces the Cornballer, which would come back quite a few times over the course of the series. The dangerous appliance serves as a plot point again in The One Where They Build a House, The Righteous Brothers and It Gets Better, though is seen and/or mentioned in many more episodes.

BlueDot2 There are quite a few overt jokes about Tobias’s questionable sexual orientation here – a subject which was generally played more subtly in the show’s early days.

BlueDot2 We get our first glimpse at Tobias’s self-described “cat-like agility,” which would come back again in Justice is Blind.


BlueDot2 Gob plays the Foreigner song Cold as Ice on Lucille’s piano.

BlueDot2 This is the first time we hear Lucille say the words “Zip me up.” It would become one of her most frequently-uttered phrases.


“It was utterly macabre.”

BlueDot2 Buster’s fit of profanity in the model home is the first of many volatile outbursts he has over the course of the series, suggesting a much darker side to the seemingly gentle motherboy. This aspect of Buster’s personality would be examined in great length as the show progressed, particularly in the closing episodes of season 5. Likewise, the tail-end of his rant – “you old, horny slut” – hints at Lucille’s high sex drive, another character trait the show would explore further over time.


This scene also marks the beginning of the show’s once-a-season tradition: Having a long patch of censored dialogue delivered vivaciously to a shocked group of onlookers. The gag would subsequently be deployed in season 2’s Afternoon Delight, season 3’s Family Ties (itself a direct callback to the Afternoon Delight scene), season 4’s Señoritis and season 5’s Self-Deportation.

In a piece of side trivia, Tony Hale actually wasn’t swearing underneath those extended beeps. A devout Christian who dislikes using profanity, Hale was actually just reciting the alphabet during Buster’s expletive-ridden effusions. One can’t help but wonder how he must’ve felt working on a show like Veep!


BlueDot2 Tobias’s crying in the shower is a direct callback to the previous episode, Top Banana.

BlueDot2 Bringing Up Buster has a total runtime of 22 minutes and 7 seconds, and is rated TV-PG-DL. Only two other episodes in the Fox era go over the 22 minute mark: Top Banana and Development Arrested (the latter being the only episode from the first 3 seasons to run longer than this one; save from the extended cut of the Pilot, of course).


BlueDot2 The show’s ongoing bird motif has a rather strong presence in this episode, between the scene with the bird in the penthouse, and the recurring metaphor of baby birds leaving the nest. This metaphor remains intrinsically linked with the bird motif in future episodes, and is returned to heavily in the closing episodes of season 5 (specifically, the flashback sequences seen in The Untethered Sole, Saving for Arraignment Day and Courting Disasters).

BlueDot2 The scene when Buster’s putting the bike together during the meeting directly mirrors the scene in the Pilot when Buster’s playing his drum too loudly and Michael asks him to go to the balcony.


BlueDot2 When Maeby exclaims “I quit!”, Tobias follows it up by saying “Maeby…” in another sly example of the show using the homonym in Maeby’s name as foreshadowing (“I quit, maybe” to hint at her eventual return to the play).

BlueDot2 George Sr’s line about Buster having spent 11 months in the womb plays as an amusing piece of comedic dialogue here, but would eventually come to take on a double meaning following the introduction of his twin brother (and Buster’s biological father) Oscar towards the end of the first season.

BlueDot2 Lucille’s utterance of “Zip me up” is echoed by Michael later in the episode, when he asks Buster to zip up his backpack.



BlueDot2 The deleted scenes for this episode depict a much more elaborate subplot for Lindsay and her dress, as explained by the narrator:

“And that’s when Lindsay came up with a great idea for how to keep her red dress without paying for it. First she went to the thrift store to donate her new dress for the tax deduction. She then formed a faith-based corporation dedicated to dressing the unemployed. Then she could buy the dress from the thrift store at a reduced price, but for half its value as a tax donation. But only after she appointed a board of directors, filed with the state, payed off the notary, certified herself as both unemployed and as a resident of California, and then repeated the process from the beginning, with the exception of the residency requirement which would remain valid through the unveiling of the spring line. Soon the dress would be hers, and without her ever having to do any work.”


We then have a follow-up scene where Tobias ends up finding the red dress in the thrift store, rather than the attic as explained in the the finished episode. It’s a shame to lose such a great bit, but it makes sense that they’d cut footage from this storyline first.




Deconstructing Arrested Development is in no way affiliated with Imagine Entertainment, The Hurwitz Company, Netflix, 21st Century Fox, Disney or any subsidiaries thereof. It is a completely unofficial fan-made project.

2 thoughts on “Season 1, Episode 3: Bringing Up Buster

  1. I love Buster’s “it walked on my pillow!” moment, probably as much as the bit from the last-so-far Netflix episode where me mentioned “I’ve touched a mouse.”

    This show’s subtle call-backs like the “zip me up” moment (or the banana flambe you mentioned last time) still manage to sneak up on me and surprise.

    Liked by 2 people

  2. Eventually I’m going to figure out the proper way to set up WordPress notifications. But yes! Another classic to start off the show!

    I’d had no idea about Tony Hale’s religious aversion to profanity, I was always wondering what the uncut Buster swearing rant would sound like but honestly its probably funnier knowing that it is the alphabet underneath the extended beeeeeeeeeep.

    Steve Holt’s delivery of “Beatrice” has always killed me. Something about the way he enunciates the A and I in the word, I can’t not laugh at it.

    Liked by 2 people

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