Editor's note: The below recap contains spoilers for Fallout Episode 2.
When we last left our trio of lead characters in the first episode of Fallout, they were all setting off on their own individual missions within the dangerous Wasteland. But with Episode 2, these three have each made quite a bit of movement in their own goals. This is all thanks to a new character who is key to all of their missions, and who has an unknown power of unforeseen importance. In this second episode, these characters begin to intersect, as we see more of what the surface world is like — and unsurprisingly, things aren’t as easy in the Wasteland as they were in the safeness of the vaults.
In a future, post-apocalyptic Los Angeles brought about by nuclear decimation, citizens must live in underground bunkers to protect themselves from radiation, mutants and bandits.
Release Date April 11, 2024 Cast Moises Arias , Johnny Pemberton , Walton Goggins , Kyle MacLachlan Seasons 1 Streaming Service(s) Prime VideoEpisode 2 of Fallout begins as every show should: with puppies! Unfortunately, any puppies who are deemed to be underweight are summarily disposed of through incineration. However, a doctor (played by Michael Emerson) records one particular puppy's weight down incorrectly on purpose so that she can survive, branding her with the distinction “CX404.” Some while later, this doctor goes and finds CX404, takes her, and hides her in his office's walls, as he trains her and checks over her vitals. The doctor also has a glowing object no larger than a piece of rice that he injects into his neck. Even once the wound has healed, the item continues to glow from underneath his skin. From the perspective of the dog, another doctor comes in to argue with our doctor, leading to the dog attacking this other man and killing him. As the alarms start to sound and the people of the Enclave come to apprehend this man, he and the dog leave together, outrunning turrets as they go.
We then meet back up with Lucy (Ella Purnell), who walks along a wreckage-covered beach. She also finds what appears to be an abandoned community, where she enters a house that is full of sand and discovers the bodies of a family sitting around a dining room table, deteriorated to nothing but their skeletons. Given the bottle Lucy finds, it looks as though the family died via intentionally ingested poison, courtesy of Vault-Tec. Later, Lucy sets up a campfire for the night, and after falling asleep, she’s awakened by the dog we saw in the intro. She seems friendly towards Lucy, but she quickly attacks a Radroach—essentially a giant roach—that has been poised to strike behind her. After the insect is taken care of by the dog, we find that the doctor is also there, which understandably takes Lucy by surprise. He mentions that before the war, it was joked that cockroaches would survive long after nuclear destruction, but points out that they’ve actually improved, growing larger and more dangerous.
The doctor says Lucy should know better than to light a fire after dark, but Lucy quickly mentions she’s looking for her father (Kyle MacLachlan), who was kidnapped by a woman named Moldaver (Sarita Choudhury). But the doctor tells Lucy she needs to go home, that vault-dwellers are an endangered species on the surface. She comes from a world of rules and laws, but this world is indifferent towards all that, and he worries she doesn’t have what it takes to survive it. But Lucy states that she won’t leave without her dad, to which the doctor replies that she’ll have to adapt. The question is whether she’ll want the same things once she becomes something altogether different. After leaving Lucy with something to ponder over, the doctor and the dog walk off into the darkness.
After this, we head to Maximus (Aaron Moten), still on that helicopter and headed on his first mission since his promotion within the Brotherhood of Steel. He tries to make conversation with Knight Titus, but the man in the intimidating power armor simply tells Maximus to clean his codpiece. Titus demands they set the helicopter down, as he's gotten bored and wants to shoot something, but Maximus points out that they’re still miles away from where they need to be: a place called Filly. But Titus grabs Maximus and they rappel out of the helicopter, their transport abandoning them in the middle of nowhere. As for the doctor and his dog, they've taken refuge for now in the woods. As the doctor sits down for a can of Cram (Fallout’s version of Spam), the dog finds an area labeled “Hazardous Waste,” and returns with a severed hand in her mouth. The doctor sees bones nearby and begins to panic.
Sometime later, Maximus and Titus find evidence of their targets in the same clearing, and Maximus realizes they're closing in on their targets. The sight of bones, as well as the hazardous waste sign, isn't enough to deter Titus, and once inside, the soldier tells Maximus to go into the hazardous area, despite not having armor of his own. When Maximus states he doesn’t have armor, Titus mentions he’ll earn it through acts of bravery like this one. Yet Titus doesn’t see that a giant bear, mutated by radiation, has snuck up on him — and when he does, the Knight proceeds to run away instead of standing his ground to fight. The creature chases Titus down and attacks him, tossing him around like a ragdoll. Maximus manages to shoot the beast dead, then helps the soldier take his helmet off to find the wounded man inside (Michael Rapaport) complaining about how the Wasteland sucks and the fact that he's so frequently sent out on these bullshit missions.
As Titus complains, he orders Maximus to get him a Stimpak (a quick-release injector that helps healing) and then says all of this is Maximus’ fault, stating that they’ll hang him and let the vultures come for him, before adding further insult by proclaiming Maximus as the worst squire. Maximus chooses not to hand over the Stimpak, even though Titus is visibly coughing up blood, and says, “It’s a knight’s duty to better this fallen world. You don’t deserve that armor.” Titus points out Maximus will be killed for letting him die, but Maximus replies, “Not if I bring back the target.”
Meanwhile, Lucy stumbles upon another home in the desert, where she meets a man wearing no pants beating on his water filter with a wrench. Lucy offers the man a can of water, which he drinks all of, much to her chagrin. She asks if the man has seen the group who kidnapped her father, and he asks if she’s heading to Filly — the nearby town over the hill. The man says he’s never been over that hill, as the city is too dangerous, and most of his family died over there. He also suggests Lucy can stay with him, which she rightfully declines.
Titus' power armor is now empty of the asshole soldier, and Maximus gets into the suit for the first time. The experience makes Maximus overjoyed, as he runs around, using the power of the suit to heave a rock extremely far away into the ocean. With just a kick, he can even destroy a dilapidated building. He soon finds two men fighting each other, with one throttling the other. Maximus grabs the man doing the strangling, saving the other man (Jon Daly) and allowing him to flee the conflict. However, Maximus soon learns that the only reason the fight was happening was because the man that was being strangled was... fucking the other man’s chickens. Things aren’t always glamorous for the Brotherhood of Steel, it seems.
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Lucy soon finds her way to a forest full of abandoned cars and a few other journeyers who have no interest in meeting her. Filly is a shanty town full of people and vendors, including one offering Lucy fried iguanas and dog meat. The town is also made from the wreckage of the old world, including fallen space shuttles, vehicles, and old signs from a bygone era. It all feels almost like a city in a Western: lawless and strange to outsiders. As Lucy explores, we see that The Ghoul (Walton Goggins) is sitting in the shade, watching over the city. Lucy walks into a store, which sells plenty of old Vault equipment. Lucy asks the shop’s owner, June (Dale Dickey), if she might be familiar with the criminal who kidnapped her father. June laughs at Lucy, as Vault Dwellers are a rarity on the surface. But once Lucy says she’s looking for Moldaver, the shopkeeper shuts up.
June says everyone knows who Moldaver is, and that Lucy should go back to her home. And while Lucy says it must’ve been hard on the surface, she also insists the mission of the Vaults should be important to everyone — because they’re going to save America. June laughs this off, stating that the Vaults were nothing but holes in the ground for rich people to hide in while the rest of the world burned. “Fuck the Vaults,” June says, before telling Lucy to leave.
Turns out that the doctor and his dog have also made their way to Filly, running into Lucy outside the shop. The doctor reiterates to Lucy that she’s not safe here, but Lucy says no one knows her situation. However, the man reveals he knows pretty much everything about Vault 33, enough that Lucy needs to go home. June appears and asks the doctor if he’s Wilzig, to which he nods. After June tells Lucy to leave again, The Ghoul calls out to Wilzig from nearby. He's looking for a doctor, to which June says The Ghoul’s kind isn’t welcome here. According to The Ghoul, there’s a bounty on a man that fits Wilzig’s description. June says she’s been paid quite a bit to provide Wilzig safe travel out of Filly, but then The Ghoul blasts Wilzig’s left foot clean off with his gun. Before running for cover, June yells that she'll pay 1,000 bottle caps (the Wasteland’s currency) for whoever kills The Ghoul first.
As the people of Filly come after him, The Ghoul makes easy work of his attackers—with the action looking much like the V.A.T.S. system used in Fallout 3 and subsequent games, as we follow the bullet as it hits its intended target. As a few men shoot The Ghoul, it seems to have little impact on him. While the shootout happens, Lucy looks through June’s books to find more info on Moldaver. The Ghoul shoots June, and as he comes over to finish the job, he gets attacked by Wilzig’s dog, which The Ghoul stabs. Lucy hears Wilzig’s cries outside and leaves the shop armed, asking The Ghoul to leave Wilzig alone. She makes her argument as to why force against The Ghoul is necessary before she shoots him with a tranquilizer gun. The Ghoul responds by saying, “That is a very small drop in a very, very large bucket of drugs.”
As The Ghoul pulls his gun, the voice of an armored Maximus orders him to stand down as the squire flies into Filly with his new tech. As The Ghoul takes the shot, Maximus throws himself in front of Lucy and tackles her inside the shop to safety. He tells Lucy he’s there for the very important man that is Wilzig before getting up to confront The Ghoul head-on. The Ghoul’s bullets do nothing to Maximus' power armor, who retaliates by punching The Ghoul, while Lucy and June protect Wilzig. June tells her partner that it’s time for a new foot for Wilzig, and as they work on Wilzig, Lucy seems in awe of the armored soldier who has come to her rescue. June attaches a robotic leg to Wilzig, and over his screams of pain, Wilzig suggests that Lucy be the one to escort him to June's client. When Lucy initially declines, June says that her client goes by the name Moldaver. With Wilzig by her side, Lucy will have something to bargain with to get her father back. June gives Moldaver’s coordinates to Lucy, and she heads out with Wilzig on their shared quest.
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Outside, The Ghoul and Maximus are still going at it, with Maximus accidentally stepping in a hole and getting stuck. Taking advantage of that hindrance, The Ghoul comes over and severs part of Maximus’ suit, forcing Maximus to fly away in defeat. But The Ghoul lassos Maximus with a chain, knocking him off-course and causing him to crash outside Filly. With the fight over, The Ghoul finds Wilzig’s dog, who is still alive, and gives her a Stimpak. The dog quickly recovers, and The Ghoul heads out of Filly with a new four-legged companion on his journey to find Wilzig.
As Lucy and Wilzig make their way towards Moldaver, Wilzig struggles to keep up with his new robotic leg. With 20 miles to go, they stop and Wilzig says he’s not going to make it. While Lucy seems optimistic about their quest, Wilzig states that he's actually just taken some cyanide — but Lucy can change the future if she can take him to Moldaver. Wilzig suggests that, instead of dragging his whole body… Lucy can simply bring his head. Wilzig says if she wants to survive up here, she has to start acting like a surface dweller. With his last breath, Wilzig calls her Ms. MacLean, but Lucy can't get an answer from him about how he knows her full name. With many miles to go, and her options limited, Lucy grabs Wilzig’s cutting device and gets to work, as “I Don’t Want to Set the World on Fire” plays.
While Fallout's premiere quite effectively sets up these three lead characters, Episode 2 arguably has an even more difficult task in bringing this group together—which it equally does well. Already, this main trio is united in their quest to get Wilzig, each for their own reasons. We’re also introduced to the larger world and just how wild and lawless the surface truly is. This is the type of place where not only can a man get his leg blown off carelessly, but there’s a quick solution to such an issue.
Once again, director Jonathan Nolan and writers Graham Wagner and Geneva Robertson-Dworet find a strong balance of potential horrors around every corner with a sense of humor and absurdity that makes it all go down like a banana-flavored cyanide pill. Nolan also utilizes the style and tone of the games, as we see in the Filly fight scene, as well as Lucy’s dedication to her main mission, but still getting distracted by the Wilzig side quest. Only two episodes in, Fallout is finding a great blend of the game world and its own story, crafting an intriguing and uncertain future.
Fallout Episode 2 has already united the three main characters in an episode that shows just how wild and unrelentingly unforgiving the Wasteland can be.
10ProsFallout's first season is available to watch on Prime Video.
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