Revisiting Arrested Development – Season 1, Episode 22: Let ‘Em Eat Cake

Before we begin the final installment of Revisiting Arrested Development for 2016, I just wanted to say this: Don’t you worry. It will take a lot more than a heart attack to kill that old bear. Old bear! He likes the honey… He never got a chance to see my bee business take off.



SEASON 1, EPISODE 22: Let ‘Em Eat Cake
Written by Mitchell Hurwitz & Jim Vallely
Directed by Paul Feig
Original airdate June 6, 2004

Season finales are a crucial part of every serialised tv show, and can make or break an entire season – effectively being able to improve/worsen the episodes that preceeded it accordingly. Ideally, a good season finale should wrap up as many of the season’s dangling plot threads as possible, while also establishing a hook for the next season and still functioning as a high-quality episode of television in its own right (say what you will about Lost, but that show knew how to deliver a killer season finale). There are exceptions to this, obviously, with many prestige dramas instead opting to use their season finales as epilogues of sorts, but Arrested Development’s first three seasons very much tried to accomplish the former, and I believe they all succeeded – indeed, the final episodes of seasons 1, 2 and 3 all rank in my top 10 favourite episodes of the show. As important as any season finale is, perhaps the hardest season finale for any show to nail (other than its very last episode) is the that of the first season. The writers have the unenviable task of providing a satisfying conclusion to stories that unfolded while the show was still finding its feet, while also having to prove that the series has a sustainable future ahead of itself.


In the case of Let ‘Em Eat Cake, the episode largely revolves around the revelation that the Bluth company built houses in Iraq for Saddam Hussein – a plot point so insane, it almost needed to happen at the end of the first season (the earlier episodes of the show, of course, being far more attached to reality, and this plot twist effectively helping push the show into its more cartoony incarnation that begins to take form immediately from the start of the second season). There were plenty of hints at this scattered throughout the first season, namely in Shock and Aww, as I’d previously covered, along with some more subtle hints regarding George Sr’s escape plan. Despite often being reduced to a supporting character, George Sr. has largely been the catalyst for the plot throughout season 1, and each season of the Fox run is perhaps easiest to distinguish based on George Sr’s living arrangement (imprisoned in season 1, on the lam/hiding in the attic in season 2, under house arrest in season 3), so George Sr’s escape serves as the perfect cliffhanger to close out the season.


Also coming back into play here is Kitty, whose presence is less vital than the evidence she obtained back in Missing Kitty. The conceit that she’s too stupid to realise this evidence condemns the family of anything beyond tax evasion is a pretty brilliant turn on the writers’ parts, and fits in perfectly with everything we know about her character (and the show’s running theme of incompetence in general). Other plot points, such as the introduction of Annyong, or Tobias and Lindsay’s increasingly unstable relationship, aren’t punctuated with full stops so much as they are commas, though Maeby and George Michael’s relationship takes an interesting turn when the latter finds himself enamoured with a new crush (“Ann 1.0,” as she’s known by the fans) and Maeby is now left pining over him. The episode also makes a point of giving us interactions from all the show’s “vital” groupings, with Michael having important scenes with Lindsay, Gob, George Michael, George Sr. and Lucille alike, in a way that reinforces the relationships these characters have with one another, without feeling like it’s simply rehashing past material. Every cast member is at their best here, though Will Arnett undoubtedly steals the show, with a slew of hilarious moments all played sublimely.


Let ‘Em Eat Cake is perhaps most effective as a season finale in terms of how it mirrors the pilot, with multiple scenes being replicated/referenced to various degrees (see the episode notes below), and similar emotional beats being explored as Michael finds himself back in the same place – sick of the lies, crime and deception, and desperate to get away from the family. Only this time, George Michael is determined to stay put. This provides some of the best emotional material the show’s ever delivered (one sad element of the show’s aforementioned transition into “live action cartoon” is that we lost a bit of the heart in the process, and this is arguably the last *truly* emotional episode Arrested Development’s really provided us to date). There’s genuine heartache in George Sr. as he tries to talk Michael into staying, as is the case with George Michael when Michael tries to talk him into leaving. Watching this with the knowledge of what the show becomes, there’s a sense of catharsis, as even though I have many more episodes ahead, this still feels like a farewell from the show Arrested Development was in its first season. And these emotional beats are all emphasised perfectly by the slightly more sombre score from David Schwartz, who really deserves *so* much credit for helping to make the show what it is. I haven’t spoken nearly enough of his work in this feature, but it’s absolutely stellar.


Perhaps what struck me most rewatching this episode is just how relentlessly funny it is. It would be fine for the show to sideline the comedy in favour of the story or the emotional elements here, but Let ‘Em Eat Cake provides the best of all worlds, delivering one of the most hysterical outings of its entire run. It almost felt like I was watching a clip show, in the sense that the episode just kept jumping from classic scene to classic scene. It’s mind-blowing to think that the constantly-quoted “BEES?!” exchange, Tobias’s book reading, Kitty’s ridiculous power plays, Lindsay’s various failed business ventures and the whole family going on the Atkins diet all occur in the same episode, much less an episode with so many other important plot points and character moments. But when Arrested Development’s firing on all cylinders, the show makes it look downright easy to produce an episode like this where every scene is a triumph in its own right. Knowing the show wouldn’t be back for several months (if at all), the writers temporarily bowed out with what is undoubtedly a quintessential episode of Arrested Development. And, so too, does this feature temporarily bow out. Revisiting Arrested Development will return sometime in 2017, resuming coverage with the show’s second season. Until then…



* I’d be remiss if I didn’t start off with this:

* Lindsay’s photo-enhancing business, “Mommy, What Will I Look Like?,” which shows parents what their children will look like in 50 years’ time:


“Hey, you put an ugly kid in, you can’t be surprised when an ugly adult comes out.”

* MICHAEL: So there’s no sex?
LINDSAY: I mean, how do you not have sex with me?
MICHAEL: It is a struggle.

* LINDSAY: Before you know it, I’ll be in the red, and you can take that to the bank!
MICHAEL: I’m sure they’ll contact me first.

* “Who’d want a bee as a gift?!” – This may actually be the biggest laugh for me out of the entire ridiculous bee runner.

* BARRY ZUCKERKORN: Our star witness. Come here, good to see you! *puts his arms around Michael and kisses him* You know what? Don’t get too close to me. ’Cause I’ve got an itch you can’t believe. I think something laid eggs on me.
MICHAEL: Thanks for the heads up.

* GOB: I won’t do it. I’m afraid of what I might know.
GEORGE SR: You? No one wants you. Does anyone want him, Barry?
BARRY ZUCKERKORN: Who would want him?
LUCILLE: They don’t want you.

* “Oh, that is just great. Now I’m expected to climb back on top of Kitty and do my thing again. I mean, this family runs into problems and it’s ‘Oh, let’s have Gob *beep* our way out of it!'”

* “He’s got bees! NO BEES!”



* MICHAEL: Guess I do get to see them again, huh?
KITTY: Can we please have one conversation that’s not about my rack, Michael?

* MICHAEL: Great news, the business is going to be okay.
GEORGE MICHAEL: Yeah, I thought bananas would be okay on the diet.
MICHAEL: No, I meant… Well, you haven’t been eating those have you?
GEORGE MICHAEL: No. Just some nuts.
MICHAEL: Those are fine.

* Michael walking into the kitchen to essentially find Lindsay and Tobias trashing the place always makes me laugh:


* TOBIAS: I was walking in a strange place today… A place I’d never set foot in before.
NARRATOR: Tobias, walking down a street he’d been down many times…

* “Dip-A-Pet is another gloriously dark example of why the Bluths should never be entrusted with animals:


* The whole reveal with the Bluth company’s dealings with Saddam Hussein is tremendously executed, and makes for a very funny scene in general, but I’m perhaps most tickled by the fact that “light treason” seems to be a formal term in the Arrested Development universe.

* Gob’s meeting with Kitty is so damn funny, I’m going to put the entire thing here:

GOB: What about hash browns?
KITTY: No, because hash browns are potatoes.
GOB: So, you really can’t eat anything on this diet. Wow, I wonder how this is going to affect my honey business.
KITTY: Gob, I have seen you get passed over, time and time again by your family. You don’t deserve that, you’re smarter than them.
GOB: What about macaroni… let me finish… salad?
KITTY: Gob, this is your time! With my help, knowing what I know, we could take over the Bluth Company together.
GOB: Wow, this is a side of you I’d never noticed before. Have they always been that big?

Aside from Gob’s finger twirl during “let me finish” (seen earlier in the feature), which is amusing in and of itself, Mitch Hurwitz pointed out something in the dvd commentary that made me just fall in love with this scene: Gob doesn’t actually respond to a single thing Kitty says after the “hash browns” line. He is essentially having a conversation with himself, and it’s magnificent.

* MICHAEL: I saw an expose on the Iraq palaces last night and I could’ve sworn that one of them was the Sea Wind unit.
LUCILLE: That’s funny. I always pictured Iraq in the middle of the desert.
MICHAEL: Dad sold houses to the Iraqis, didn’t he? This is what you kept from me so I could take the polygraph test. Tell me the truth, okay? ’Cause there’s been a lot of lying in this family.
LUCILLE: And a lot of love.
MICHAEL: More lies.

* “Zero hour, Michael. It’s the end of the line. I’m the firstborn. I’m sick of playing second fiddle. I’m always third in line for everything. I’m tired of finishing fourth. Being the fifth wheel. There are six things I’m mad about, and I’m taking over!”

Another thing they pointed out in the dvd commentary was the blocking during this scene – when Gob storms in, he circles Michael as he makes this speech. Then, he stands still, and Michael circles him as he responds. The whole thing’s kind of gloriously bizarre, and the icing on the cake is the giant Monty Python-esque step Michael takes as he begins to pick apart Gob’s argument, which always puts a smile on my face:


* “And for the ease of the reader, I have changed all the gender-related pronouns – ‘he,’ ‘she,’ – to the masculine ‘he.’ ‘The Man Inside Me. For Lindsay, my rock. I could not have done this without him.'”

* MICHAEL: You’re building houses in Iraq? Do you know how they punish treason?
GEORGE SR: First time.
MICHAEL: I’ve never heard of a second.

* Also great, the image of Buster meeting with Kitty as the narrator says “Kitty had gone to someone moderately intelligent.”

* The polygraph scene is very funny – particularly the sound of the needle going nuts when George Sr. yells “I LOVE MY COUNTRY!!!” (granted, we later find out it’s not because he’s lying, but it still plays humorously nonetheless). I also love the two technicians arguing about whether or not George Sr. nodded after he collapses.

* LUCILLE: What kind of diet is this? It’s too much meat. I want all of you off this immediately!
*Lucille looks at Lindsay*
LUCILLE: Except you.

* “I have poison oak. Do you believe it? How the hell did I get that?”


* “I’m in charge now. I speak for this family. I mean… I could if you wanted me to. I’d rather not, obviously. Don’t know what I’d say. Why do I have to be the one? I don’t need this. Why does this have to become my problem? No, I’m out. Forget it! Find somebody else. I’m sick of it. I’m sick of doing everything for this family!”

Will Arnett goes through pretty much every emotion possible in less than 20 seconds during that line, and sells all of them. I know every cast member on this show is phenomenal in their own right, but god damn!

* DR. FISHMAN: He keeps trying to get this IV out of his arm. I don’t understand why. It’s just glucose.
MICHAEL: We’re all trying to stay away from sugar.

* Here’s a clip of the classic “Big Bear” scene (partially quoted in the header), which is yet another scene in this episode that’s full of funny moments:

* MICHAEL: Hey, hey. Come on, Gob. Everybody, I’m, I’m very sorry. Okay? I – I feel awful. I should have been here. I’m the one that was supposed to take that polygraph test and then I just turned on him, then this happened. But never again. Okay? I will never ever leave this family no matter what.
LUCILLE: You should have been here.
MICHAEL: I feel like I covered that.
LUCILLE: Well, you didn’t say it.


* And, of course, the first appearance from Dr. Fishman, one of my personal favourite characters, who constantly toys with the Bluth family’s emotions due to his poor, unusually literal choice of words.

“Why would a doctor say he’s gone when he means he’s escaped?!”


* When Michael turns the tv off, the frame around the tv falls off, knocking a speaker off in the process:


However, in the subsequent shots, the speaker is back on the wall again:


(The dvd commentary reveals that the speaker was never meant to fall down, and the first shot was just a lucky accident that they got on camera)

* Justin Lee (Annyong) can clearly be seen laughing when Buster wrestles Annyong for the bagel.

* During the scene at the banana stand, the audio goes briefly (but significantly) out of sync during George Michael’s line “I gave them a joke, but I don’t know if they’re gonna use it.”

* There’s a bit of a continuity goof between shots when Tobias is walking down the street holding a corn dog (watch the man to the right of him):


* As funny as the scent itself was, it always annoys me when I see polygraph tests being used by the authorities in tv shows/films. The accuracy of those things were long disproven even back when this episode aired.

* When Michael tells George Michael he wants to leave, George Michael can be seen eating a sandwich, despite the family still being on Atkins at the time.


* “Let ‘Em Eat Cake” is the title of Broadway musical, though the connection here seems to be in name only. This was chosen as the episode’s title as a reference to the fact that the entire family is on the Atkins diet.

* This marks the first appearance of Ann, though she would not be portrayed by Mae Whitman until season 2. Here, she is played by Alessandra Toreson (in her first and only appearance on the show). This episode also directly has a subtle nod to one of her other tv roles at the time, with Maeby remarking that she “barely has a face.” This refers to an episode of Malcolm in the Middle, where she played Malcolm’s girlfriend but her face was never shown on screen.

* This episode also marks the first appearance of Ian Roberts as Dr. Fishman (A.K.A. “the literal doctor”). Dr. Fishman would also appear in season 2’s The One Where They Build a House, Hand to God and Sword of Destiny, and season 4’s A New Start and Off the Hook.

* When Michael complains about how no one in the house works, Lindsay asks “Is that a shot at me?” This was originally said to Michael by Barry Zuckerkorn in Altar Egos.

* Gob unsuccessfully tries to get a vague “bee business” off the ground in this episode. This beloved fan joke would later become a major plot point for Gob’s story arc in season 4, primarily in the episode Colony Collapse.

* Tobias was previously seen holding a corn dog in In God We Trust.

* Michael’s scene with Lucille (where he questions her about the Iraq deal, and she intiially deflects, then denies any knowledge of it, and then tries to pin it on George Sr.) is very reminiscent of the scene in Top Banana when he questions her about George Sr’s flight records.

* Lucille would later repeat her “lot of love” line in the season 3 finale, Development Arrested.

* I’m not 100% sure if this is intentional, but the book store is named “Livres Aux Folles,” which translates roughly to “Books for the Birds,” which could possibly pertain to the show’s running motif of birds.

* George Sr. repeats his line “I’ve got the worst *beep*ing attorneys,” originally said in the pilot. The audio heard here is even the same audio from the pilot.

* Maeby’s (unsuccessful) attempt to make George Michael jealous by kissing Annyong mirrors her (also unsuccessful) attempt to make Lindsay jealous by kissing George Michael in the pilot, as is the case with the follow-up scene in the “on the next” (which also takes place with the kids playing a game at the table while the rest of the family are in Lucille’s lounge talking, as was the case with the scene with Maeby and George Michael in the pilot).


(Annyong’s feelings for Maeby are touched on in later episodes, though more as a series of small throwaway jokes rather than actual plot point)

Additionally, this episode marks the first time Maeby seems to be aware of George Michael’s crush on her, and the first indication that Maeby also seems to harbour feelings of her own towards him. This would be further explored in seasons 2 and 3.

* The Bluths calling George Sr. “Big Bear” may be a reference to Visiting Ours, where Lucille first called him a bear.

* Michael and George Michael are both absent from the “On the next.” In the season 2 premiere, The One Where Michael Leaves, we learn they’re leaving for Phoenix, Arizona (as was their plan in the pilot), hence Michael’s instruction of “Pack your bags.”

* The writers didn’t actually know whether or not Arrested Development would be returning for another season when putting this episode together, and took a big gamble by saying “on the next season of Arrested Development” at the end. This also mirrors the pilot in its own way (where they put together the show’s very first the “on the next” without knowing if there’d ever be another episode).


* The sign for “Mommy, What Will I Look Like?” reads as follows:

“Easy one step process. Simply put your baby on our patented bed and snap, it’s done! In just moments you will receive a print of what your beautiful child will look like when he or she *covered*
Disclaimer: Not responsible for end results. For complaints, contact God at 800-555-*covered*”

* The news show Michael wants to watch with George Michael is called Hindsight. This is a sly reference to the news show 20/20 (as in the old saying, “Hindsight is 20/20”).

* The Amazon page for The Man Inside Me contains multiple references to other episodes:


Perhaps most interesting is the last item on the list, which appears to be written by Barry Zuckerkorn.

* The news report from the Bluth house in Iraq demonstrates similar shoddy worksmanship to that of the model home, with the exact same piece of railing falling from the staircase in the Iraq home that we saw fall from the staircase in the model home earlier in the episode.

* It’s the final sighting of Freedom Sign Guy, who is present at Tobias’s book reading:


In addition to this, Barry Zuckerkorn’s openly gay secretary, James Alan Spangler, can also be seen in attendance here.

* When Michael visits George Sr, there is some dialogue that seems to suggest Lucille was the one pushing for the deal with Saddam Hussein (“Your mom had a good feeling about him”) – a little hint that Lucille has, in fact, been pulling the strings all along.

* There’s a sign at the hospital which should read “Visiting Hours,” but the H is covered – a reference to episode 5 of this season, titled Visiting Ours:


Additionally, the signage at the hospital indicates that the resident nurse is named “Ratchet,” a reference to the character from One Flew Over the Cuckoo’s Nest.


Seeing as this will likely be the last Revisiting Arrested Development for a little while, I hope you don’t mind if I get a little meta and ask: What are your thoughts on this feature? Is there anything you liked/disliked in particular, anything you’d like to see more of, anything you think I could be doing better at, etc? Having now fully covered the show’s longest season, I’d love to hear your thoughts on Revisiting Arrested Development in general.


I just wanted to thank everyone who’s taken the time to read and/or comment on these. It is greatly appreciated, and I look forward to joining you all again for season 2 next year!