‘Fallout’ Season 2 Episode 6 review: “The Other Player”

There’s a moment near the end of Fallout Season 2 Episode 6: “The Other Player” where Lucy MacLean, the idealistic Vault dweller who still believes in justice and trials and the fundamental goodness of people, is forced to push a button that will override the free will of two men trying to kill each other. She’s already stabbed one with a pencil. The other is wielding a stapler. It’s absurd and horrifying in equal measure, which is very much Fallout‘s wheelhouse. But what makes the scene work is the way Ella Purnell‘s face crumples as she makes the choice. She’s not becoming a monster. She’s learning that in the Wasteland, the distance between “good person” and “person who enables authoritarianism” can be measured in the time it takes to prevent a murder.

“The Other Player,” directed by Westworld‘s Lisa Joy and written by Game of Thrones veteran Dave Hill, is the kind of episode that wants desperately to be about Big Ideas. It wants to interrogate what makes someone good, whether peace enforced through control is still peace, and who really dropped the bombs that ended the world. To its credit, it mostly succeeds at this interrogation, even as it occasionally buckles under the weight of its own ambitions and the structural demands of being the sixth episode of an eight-episode season that’s already juggling too many plates.

The center cannot hold (but that might be the point?).

The episode’s title refers to the shadowy forces manipulating events. That includes the Enclave, finally (re)entering the show’s mythology as the puppet masters behind Vault-Tec’s apocalyptic schemes. But it also describes the episode’s own structure, which spirals outward from Lucy’s moral crisis to encompass no fewer than six distinct plotlines, each pulling in different thematic directions while circling the same central question. What does it cost to be good?

Lucy wakes in her father Hank’s Vault-Tec facility, where he’s perfected the brain-computer interface that’s been malfunctioning all season. His workers—former cannibals, raiders, members of Caesar’s Legion—all smile with eerie contentment as they assemble more control chips. Kyle MacLachlan, who’s been doing fascinating work all season making Hank both monstrous and genuinely loving toward his daughter, here adds a new wrinkle: true belief. Hank isn’t just controlling people because he can, he’s doing it because he genuinely thinks he’s saving them from themselves.

Absolute principles.

It’s uncomfortable to watch because MacLachlan and the script refuse to make this entirely wrong. The snake oil salesman from last season, now in a crisp suit and speaking in measured corporate tones, seems happier. The former cannibals appear at peace. When Hank engineers a scenario forcing Lucy to activate the chips on two prisoners mid-violence, the question hangs in the air. Is she doing something evil? Or is she just learning that absolute principles are a luxury the Wasteland can’t afford?

The episode doesn’t answer this question, which is both its strength and, occasionally, its frustration. Fallout has always been interested in moral ambiguity. It’s in the show’s DNA! Inherited from the games, yes, but there’s a difference between productive ambiguity that forces viewer reflection and ambiguity that feels like the writers hedging their bets. “The Other Player” mostly achieves the former, but the balance is precarious.

Flashbacks as archaeology.

The episode’s other major throughline involves Cooper and Barb Howard in the months before the bombs fell, and here’s where Joy’s Westworld experience with nonlinear storytelling becomes both asset and liability. The flashbacks jump around temporally. We open with Barb attending ghoulish corporate meetings about apocalypse marketing. Then cut to her confrontation with Cooper, then back further to her meeting with Mr. House’s body double. Then forward again to Cooper drugging young Hank MacLean at a bar.

It’s a lot, and the temporal shuffling occasionally obscures rather than illuminates. But when it works, it does create a sense of archeological excavation. We’re digging through layers of conspiracy to find that Barb wasn’t the architect of the apocalypse at all. She was coerced by Dr. Wilzig (Michael Emerson, appearing in flashback and finally giving us his character’s pre-war context). And also, by extension, the Enclave. The revelation recontextualizes everything we thought we knew about Barb’s Season 1 boardroom declaration that Vault-Tec should drop the bombs first.

A thankless role.

Frances Turner, who’s had the difficult job all season of playing a character the audience is primed to hate, gets to show us Barb’s horror at the corporate meetings. When one executive casually mentions that 30% of the water chips will be deliberately faulty—and that Vault-Tec gets to choose which Vaults receive them—Barb’s face goes blank with a kind of existential dread that makes her later actions, however terrible, read as the desperate compromises of someone trying to protect her family within a system already committed to atrocity.

The flashbacks culminate in Barb extracting the cold fusion technology from the unconscious Hank’s neck. Whether this is Barb attempting to derail the corporate plan or simply relocating the technology for her own purposes remains tantalizingly unclear. The episode trusts us to sit with that uncertainty, which I appreciate even as I suspect not everyone will.

Even Super Mutants go to church.

Meanwhile The Ghoul, still impaled on a metal pole after Lucy power-fisted him out a window last episode (which remains an objectively funny sentence to write) is rescued by a Super Mutant played by Ron Perlman, the original narrator of the Fallout games. It’s fan service, obviously. But it’s fan service in conversation with the text rather than simply adjacent to it.

Perlman’s mutant treats The Ghoul’s wound with uranium (a nice bit of Fallout logic) and makes a recruitment pitch. Ghouls and mutants should unite against humans, their common enemy. The Ghoul refuses. He’s spent 200 years as a loner, and one speech about collective action isn’t going to change that. Even if the speech comes from the literal voice of the franchise intoning about the people “who set all this in motion.”

Spiking the story.

It’s thematically resonant. The Ghoul’s isolation has been both his survival mechanism and his tragedy, after all. But as plotting, it feels awkwardly mechanical. The Super Mutant’s arrival at the exact moment The Ghoul needs rescue reads as deus ex machina. The show papers over this with Walton Goggins‘s excellent physical performance (the moment where he tries to lift his own torso off the spike is genuinely difficult to watch). As well as the charisma of Perlman’s voice. But there’s a sense that this plotline exists primarily to give longtime fans their Super Mutant moment. Rather than because it emerges organically from The Ghoul’s character arc.

Still, the scene of The Ghoul repeating “My name is Cooper” to himself as he slides toward feral transformation is haunting. It’s the first time we’ve heard the character say Cooper Howard’s name aloud, and it transforms our understanding of what’s at stake in his hunt for his family. He’s not just looking for them. He’s trying to remain someone who deserves to be found.

What are the Vaults doing in this episode?

Less successful are the continued adventures in Vaults 32 and 33, which feel increasingly disconnected from the show’s emotional and narrative center. Overseer Betty shuts down Reg’s “Inbreeding Support Group” (the show’s sexual politics around this remain… complicated), leading to a fantasy sequence where Reg imagines himself leading his fellow Vault dwellers in a rousing rendition of “Uranium Fever.”

It’s a fun sequence, and the show’s use of period-appropriate and game-centric music continues to be one of its most effective tools for world-building. But the Vault storylines this season have struggled to justify their existence beyond “this is where these characters are, so we have to check in with them.” The water shortage crisis could be genuinely compelling! It’s a direct callback to the original Fallout game, after all. But it’s being filtered through a character (Reg) whose defiance of authority reads less as principled resistance than as entitled individualism dressed up as community building.

Where’s Woody?

Meanwhile, in Vault 32, we learn that Woody has disappeared after overhearing Steph’s secret meetings with Betty. Oh, and Steph arranged a surprise shotgun wedding to Chet without his knowledge or consent. It’s all very ominous. But it’s ominous in a parallel universe to the one where Lucy is grappling with mind control and The Ghoul is trying not to become a mindless monster. The tonal disconnect is wild.

I suspect these storylines will pay off in the final two episodes. Fallout has generally been good about justifying its narrative choices eventually. But as of “The Other Player,” they feel like obligations the show is fulfilling rather than stories it’s passionate about telling.

A philosophical debate masquerading as a trek through the desert.

The episode’s other B-plot follows Maximus and Thaddeus as they wander the Mojave with the cold fusion relic, debating what to do with potentially world-saving technology. Maximus wants to give it to someone worthy. Thaddeus wants to sell it. Their argument—about whether morality is a luxury afforded by privilege—is the kind of conversation that sounds much smarter than it actually is. Though I found myself oddly charmed by it anyway.

Thaddeus argues that it’s easy for Lucy to be good when she grew up with safety and resources, and that by selling the fusion, he could finally afford to act good too. It’s a fundamentally cynical worldview… But it’s not entirely wrong. And the show’s willingness to let it stand without immediate rebuttal speaks to its increasing comfort with moral complexity.

The two eventually find The Ghoul thanks to Dogmeat (still the show’s MVP). Thus setting up what promises to be an interesting convergence in the final episodes. Whether this collision of idealism (Maximus), pragmatism (Thaddeus), and nihilism (The Ghoul) will produce anything more interesting than a fight over who gets the MacGuffin remains to be seen.

The banality of the apocalypse.

Where “The Other Player” succeeds most is in its depiction of how systems normalize atrocity. The cold open, featuring Vault-Tec executives casually pitching their apocalypse plans while eating snacks and worrying about billboard aesthetics, is darkly funny and genuinely chilling. These aren’t mustache-twirling villains. Necessarily, anyway. They’re middle managers concerned about market share and quarterly projections. The bombs that will kill millions are just another product launch.

It’s the same energy that powers the best moments of Lucy’s storyline. Hank’s calm, reasonable explanations for why mind control seems compassionate. The way his workers insist they’re happier without their traumatic memories and violent impulses is hard to watch. The horror isn’t in cackling evil. It’s in the sincere belief that removing someone’s autonomy is saving them.

This is where the episode’s literary reference to All Quiet on the Western Front does real work. Hank uses the novel—about a soldier disillusioned by the meaningless violence of World War I—to justify his program. If war is inevitable and causes only suffering, why not eliminate the capacity for it? Lucy counters that eliminating the capacity for violence means eliminating something fundamental about being human. But the episode doesn’t let her win this argument cleanly. When the Legion soldier and NCR member immediately try to kill each other upon release, Hank’s worldview gains uncomfortable plausibility.

The machinery of plot.

What keeps “The Other Player” from achieving true excellence is the sense that it’s being pulled in too many directions by the demands of the larger season. It’s episode six of eight, which means it has to set up the final confrontations, provide answers to questions raised earlier in the season, introduce new mythological elements (the Enclave, the Super Mutant faction), deepen character relationships, maintain multiple ongoing subplots, and deliver on its own standalone thematic ambitions.

That’s too much for any single episode. Even one running 51 minutes. The result is that everything feels slightly compressed. Ghoul’s rescue happens too quickly. The cold fusion reveal doesn’t quite land with the weight it should. All the Vault subplots get short shrift. And the Maximus/Thaddeus debate needs more room to breathe.

Joy’s direction tries to unify these disparate elements through visual parallels. Lucy’s fake Vault room cutting to Barb’s corporate facade. The Ghoul’s physical impalement echoing everyone’s moral entrapment. The clean white walls of Hank’s facility matching the sterile conference rooms of the flashbacks. But thematic cohesion can only do so much when the sheer amount of plot threatens to overwhelm the emotional throughlines.

The question of goodness.

Still, when “The Other Player” focuses on its central question—what does it mean to be good in a world designed to reward cruelty?—it’s genuinely thought-provoking television. Lucy’s journey this season has been about testing her Vault-bred idealism against Wasteland reality. And this episode represents her biggest moral failure. She enables authoritarianism. She tells herself it’s to prevent immediate violence, sure. But Hank has engineered the scenario specifically to force this choice. She’s playing his game now, whether she admits it or not.

What makes this work is that the show doesn’t present Lucy as stupid or naïve for her earlier idealism. Nor does it suggest she’s somehow “learned” the “real” way the world works. Instead, it treats her compromise as genuinely tragic. She’s not becoming The Ghoul. She’s not becoming cynical and self-interested. No, she’s becoming something potentially worse. Someone who enables systems of control while telling herself she had no choice.

In other words, Barb.

The episode ends with multiple characters converging. Literally in the case of The Ghoul, Maximus, and Thaddeus. But also metaphorically in the sense that everyone is being forced to reckon with what they’re willing to sacrifice for their goals. Lucy is taking Hank back to Vault 33 for “justice.” But Vault 33 is collapsing. The Ghoul is closer to his family. But he’s further from his humanity. Barb has the cold fusion… But no clear path forward. The Enclave is apparently back. But not yet present.

It’s all very much table-setting for the final two episodes. Which is both necessary and somewhat unsatisfying. “The Other Player” is an episode that will probably play better on rewatch, when we know how the season’s various threads resolve. When we can appreciate how this episode positioned them. But as a standalone viewing experience, it’s sometimes more interesting than compelling. More ambitious than fully realized.

The larger context.

In the broader landscape of prestige streaming television, Fallout continues to be something of an anomaly. It’s adapted from a video game (usually a death sentence for quality). But it takes its source material’s themes seriously rather than treating them as window dressing. It’s nominally science fiction but really interested in questions of political philosophy and moral psychology. It’s on Amazon Prime, home of big-budget spectacle like The Rings of Power. But its best moments are quiet character beats rather than action sequences.

“The Other Player” embodies both the show’s strengths and its growing pains. It wants to do so much: interrogate moral philosophy, expand mythological scope, service multiple character arcs, provide fan-favorite moments. So much that it occasionally loses sight of what it does best. Small, specific moments of characters confronting impossible choices.

The scene where Lucy pushes the button to activate the mind control chips is more effective than any amount of exposition about the Enclave could be. Purnell’s performance in that moment—the way her hand hesitates, then moves, then stills again as she processes what she’s done? All that conveys more about the cost of survival in the Wasteland than an entire season’s worth of speechifying.

More of that, and less frantic plot machinery, would serve the show well.

Final thoughts.

“The Other Player” is a 7 out of 10 episode that reaches for 10 and achieves moments of 9 while occasionally slipping to 6. It’s thoughtful without always being wise. Ambitious without always being successful. And moving without always being emotionally coherent. It serves the larger season’s needs while sometimes sacrificing its own.

But I keep thinking about Lucy’s face as she makes that terrible choice. And about The Ghoul repeating his own name like a mantra against oblivion. About Barb’s blank horror at corporate meetings planning mass death like it’s just another Wednesday. Those moments suggest a show that knows what it wants to say about power, complicity, and the impossibility of remaining innocent in systems designed to corrupt.

Whether Fallout can stick the landing in its final two episodes remains to be seen. But “The Other Player” at least ensures that the landing will matter. That the questions it’s asking are worth answering. And that Lucy’s journey from idealist to something more complicated has been earned. Rather than simply asserted.

That’s more than most shows manage.

Stray Thoughts

• Hank reading All Quiet on the Western Front while waiting for Lucy is such a perfect character beat. Of course he’s the kind of dad who wants to have Literary Book Club moments with his daughter. Even while he’s building a fascist technocracy.
• The yellow dress Hank leaves out for Lucy is doing SO much work. It’s the dress of her childhood. The costume of vault innocence. The uniform of compliance. Lucy’s refusal to put it on is her most radical act of the episode, and it happens silently. Sometimes the most important character choice is what you refuse to wear.
• Dogmeat continues to be the only character making good decisions. She tried to help The Ghoul, realized she couldn’t, went and got the people who could, and facilitated the convergence of three major plot threads. Give this dog an Emmy. Give her The Ghoul’s Emmy. I’m only half-joking.
• The reveal that young Hank had cold fusion in his neck the whole time raises so many logistical questions I don’t have space to address. How does one… install cold fusion in a neck? What’s the extraction procedure? How has Hank not accidentally irradiated everyone within a five-foot radius for 200 years? I choose to believe the answer is “Fallout logic” and move on, because if I start asking questions about the science, we’ll be here all day.
• Ron Perlman’s Super Mutant apparently has a whole community of mutants preparing for war with humans. Maybe the Enclave? The Brotherhood? Everyone? This suggests Season 3 is going to involve a mutant army, and yes. I want all of this. Give me the mutant episodes. Let Perlman do a whole “building a coalition” storyline. I will watch twelve episodes of Super Mutants having disagreements about revolutionary praxis.
• We need to talk about Woody’s disappearance, because it’s clearly murder, right? Like, the show is being coy about it, but Woody found out too much and now he’s “missing” and everyone’s just… moving on?
• No Norm this episode, and while I missed him, it’s for the best. Too much else going on, here.
• The cold fusion MacGuffin is becoming slightly exhausting as a plot device. It’s been the thing everyone’s chasing for a season and a half now.
• I desperately want to know the name of Ron Perlman’s Super Mutant character. He’s credited as “Super Mutant,” but that can’t be his actual name. Does he have a mutant name? A human name he used before transformation? Is he just going by “Super Mutant” as a political statement? These are the questions that keep me up at night.
• Sorry for getting this review out so late. In truth, I watched the episode much later than I was supposed to and this ended up being my longest recap yet. But not to worry, I’ll be back more promptly for Episode 7.

Fallout Season 2 Episode 6 is available to stream on Prime Video.

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Images courtesy of Prime Video. Read more articles by Jon Negroni here.