‘Fallout’ Season 2, Episode 3 Recap – Did Maximus Just Start A War?

By Jonathon Wilson - December 31, 2025
Aaron Moten in Fallout Season 2
Aaron Moten in Fallout Season 2 | Image via Prime Video
By Jonathon Wilson - December 31, 2025

WARNING: THIS ARTICLE CONTAINS MAJOR SPOILERS

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Summary

Fallout Season 2 benefits from a tighter focus in “The Profligate”, with Lucy, the Ghoul, and Maximus all getting appropriate attention and compelling dilemmas.

War is rarely funny, which is probably why Fallout has always worked as a satire. The horrors of nuclear Armageddon, endless conflict, and the demented factions who perpetuate it – this isn’t laugh-a-minute stuff. In the two episodes of Season 2 we’ve seen already, a lot of really grim stuff has happened, the kind of stuff that changes people, makes them realise who they are (or who they aren’t). This franchise has always boasted that war never changes, and it’s right. But people at war change a lot, and that’s largely what Episode 3, “The Profligate”, is about.

It’s also why it works. This has become the show that dorks on the internet have made their new nitpicking mission – I’m reminded of how painful it was to cover Season 2 of The Last of Us, or any episode of The Acolyte but the discourse is even sillier than usual because unless you’re extremely precious about lore particulars, it’s hard to argue that Fallout isn’t a very good TV show. That can sometimes get lost in the shuffle, though. The Season 2 premiere was trying to do a bit too much, and the follow-up felt spread similarly thin. Here, focus returns to Lucy, the Ghoul, and Maximus, and their respective plights. Lucy has to learn that being nice isn’t enough to survive, not without compromise; the Ghoul is recalling the man he once was; and Maximus is starting a war. But for the right reasons, if it’s any consolation.

Initially, though, it’s Thaddeus we check in with, now firmly a ghoul and running a bottle cap sweatshop, where a medley of ghoul and non-ghoul children work 22 hours a day in endless thanks that, against the odds, they’re not quite dead yet. It isn’t immediately clear what relevance this has to any of the ongoing arcs mentioned above, but don’t worry, we’ll get there.

In the meantime, Lucy remains a captive of Caesar’s Legion, a hilarious Roman-themed faction who aren’t particularly Roman in anything they do, since cosplay aside, they keep getting the traditions wrong and incorrectly pronouncing the word “Caesar”. She also meets Macaulay Culkin, who’s playing Lacerta Legate, a higher-up who’s well-positioned to explain some of the details to the audience. In simple terms, there’s a civil war going on. The original Caesar died and wrote down the name of his successor, which is currently in his pocket. However, the pocket is being guarded by the “false Caesar” and his followers. It’s a stalemate.

Lucy’s ill-equipped to deal with this conflict, and her historical and moral lecturing ends up getting her crucified. Legate might not be able to pronounce Caesar, but he’s right about one thing – strength is the most meaningful vector in history.

This is Lucy learning that her niceness isn’t enough. The Wasteland doesn’t respond well to it. She can try to be as well-meaning and even-handed as she likes, but eventually, she’s going to have to cut some corners. Meanwhile, the Ghoul, who already learned this lesson long ago, is having to learn another in reverse. Perhaps the humanity that Lucy embodies, that he used to embody back when he was Cooper Howard, an ex-Marine movie star trying to save the world from Robert House, isn’t as worthless as he thinks.

The Ghoul’s viewpoint in Fallout Season 2, Episode 3 hops between the present day, in the immediate aftermath of the radscorpion attack that left him sidelined last week, and the past, at an American Legion fundraiser attended by his friend Charlie and House himself, who derides Charlie as a “pinko” in the bathroom (a somewhat outdated derogatory term for left-leaning liberals; we call them “snowflakes” now). Since the Ghoul has determined he’ll probably need Lucy, he and Dogmeat set out to rescue her, which involves stopping by an abandoned country club attended only by a robot named Victor, who explains that the Legion stopped fighting the New California Republic to instead just fight each other. Oh, and there are rangers in the hills.

Those rangers turn out to be the remnants of the NCR: Rodriguez and Biff, who have been cut off from reinforcements for over a decade and are now boxed in by the Legion. Their predicament boils down the Ghoul’s arc to a single binary decision. It’s very Fallout. Either the Ghoul can help the soldiers, whose cause he used to sympathise with, to tell their battalion they’re still out there, or he can sell out the NCR to the Legion to secure Lucy’s freedom. He chooses the latter. Or so it seems.

As Lucy and the Ghoul are reunited on the back of the Ghoul’s good deed, he remembers Charlie’s speech at the American Legion, directed mostly at him as a reminder of his own heroism and the greater good (which, in this case, is taking out House, something he’s trying to avoid doing). Charlie was given a commemorative lighter for his heroics, which he passes on to Cooper, the implication being he’s more deserving of it. As the Ghoul, Cooper still carries it. And he uses it to ignite a stockpile of dynamite in the Legion’s HQ that exacerbates their civil war. If they’re still too busy fighting each other, they won’t be going after the remains of the NCR.

And now to the most contentious storyline of Fallout Season 2 – Maximus and the Brotherhood of Steel. Due to the last-minute arrival of Paladin Xander Harkness, the clerical leadership is even more indecisive than usual, with Elder Quintus utterly unable to get a handle on things, even with ostensibly inspiring stories of the Brotherhood’s founder, Roger Maxson. Maximus’s suggestion to kill Xander is mocked, and Maximus is ejected from the meeting.

In light of all this, it’s no surprise that Maximus and Xander seem to get on. Xander is good at highlighting the contradictions of Elder Quintus, most notably that a rebellion sows chaos, and chaos is pretty explicitly what the Brotherhood of Steel is devoted to fighting against. Maximus is clearly swayed by Xander’s stated intentions to avoid bloodshed. The idea of just giving him the cold fusion is pretty compelling. But while Maximus and Xander are out in the latter’s Vertibird responding to some “unauthorised activity”, this supposedly pacifistic theory is put to the test.

This is how Fallout Season 2, Episode 3 loops back around to the opening. The unauthorised activity is Thaddeus’s warehouse. Xander lines up the kids in two groups, humans and ghouls, and prepares to butcher the ghouls for being abominations as per the Brotherhood’s rules. But Maximus can’t have that. When he fails to convince Xander that these are simply children, he does the only thing he can do – he smashes Xander’s head in with the Super-Sledge weapon, killing him and potentially starting a war.

Oops.

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