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Season 3, Episode 11
Air date March 27, 2012
Written by Benjamin Cavell
Directed by John Dahl
U.S. Viewers 2.49 million
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 "Measuresis the 11th episode of the third season, and the 37th episode in the series overall. It was written by Benjamin Cavell and directed by John Dahl. It first aired on March 27, 2012.



Raylan squares off with a pair of merciless Detroit hitmen. The battle between Boyd and Quarles comes to a head.


Wynn Duffy drinks coffee while worrying that his boss Robert Quarles has recently both threatened to murder trigger-happy Deputy U.S. Marshal Raylan Givens and is now leaving town for a few hours. Duffy asks what he should do it Raylan comes looking for him. Quarles tells Duffy to invite Raylan to wait.

Raylan comes downstairs to drink his morning coffee with Lindsey, who is setting up her bar. Raylan feels awkward, but Lindsey is friendly and flirty. "I feel a little bad for taking advantage of you, but not so bad that I don't plan to do it again," she says before disappearing into the back room.

Just then, the doors open and two out-of-town heavies enter. "I don't suppose you two fellas are from Detroit?" the Marshal asks. Bingo! Sarno, the older of the two, is impressed, telling Raylan, "Now that's a helluva guess!" After some back-and-forth, it evolves that Theo Tonin has sent muscle to deal with "Bobby Quarles." Raylan insults the pair and the younger Partlow makes a move on the Marshal, who easily counters, slamming the man's head against the bar just as Lindsey reenters. Sarno calmly backs away. He doesn't want witnesses and promises to see Raylan "another time." Raylan nods. He expected as much.

A U.S. Marshals HQ, Chief Deputy Art Mullen offers his worrisome Deputy Marshal some suggested wording for his required Firearms Discharge Report about how he came to fire a round from his service pistol through the ceiling of the bar. He tells Raylan that he needs to pick up Quarles for threatening an officer of the law. Raylan resists, wanting to nail Quarles for something bigger and badder. But Art won't relent. In fact, with Gutterson and Brooks on assignment at Tramble Correctional Facility, the boss asserts his authority to accompany Raylan since his Deputy has been the subject of a death threat.

Dickie, in the meantime, is released from incarceration. He is met at the front gate by Errol, who tries to offer the Bennett boy a familiar cooler of cash. But Dickie refuses when he learns that it holds no more money than it did when he last laid eyes on it a few weeks ago. Dickie then calls Limehouse's character into question for stealing Ma Bennett's money—and Dickie's inheritance. That talk earns a slap from Erroll, who nevertheless offers Dickie a ride. Dickie refuses. Deputy U.S. Marshals Tim Gutterson and Rachel Brooks keep discreet surveillance from a nearby parked car. Dickie is their assignment.

Quarles visits Napier, who is cleaning out his desk. Quarles wants his money back now that the man is a former Sheriff. Napier says the money is spent. Quarles, previously smiling, turns hard, and tells Napier that he will have to find a way to pay up. Quarles suggests identifying a drug dealer sitting on a large amount of cash. "And if said miscreant in question happens to pay Boyd Crowder for protection, so much the better," Napier cautions "Sure you want to poke that bear?" Quarles seethes, "That bear poked me!"

Later, four armed men from Memphis show up at the old Bennett store. Leading the group is Rodney Dunham, who has come at Dickie's request. Dickie proposes getting back his family's $3 million from Limehouse. Rodney likes the idea, but Dickie has to locate the cash first.

Inside Johnny's bar, Ava, a noticeably foggy Arlo, Johnny, and Boyd discuss the Dickie problem. Cousin Johnny is all for "popping him and have done with it." they argue. Boyd settles it rather abruptly by explaining that he will kill Dickie — slowly — but not before the last Bennett standing leads them to Mags' fortune. He sends Johnny back out to gather more intel.

Mullen and Raylan make their way out into the field to try to pick up Quarels' trail.

Quarles visits the dingy home of a shirtless drug dealer, Longbaugh. Quarles acts the part of a stuttering nervous businessman just looking to score before distracting the dealer and shooting his associate, Parker in the head with his sneaky sleeve gun. Quarles then briefly grapples with the dealer before repeatedly bashing him in the face with a blunt object. The act sprays blood on Quarles' face. "What a dick!" says the fastidious gangster before using his tie to wipe off the blood spatter of the dead drug dealer, whose entire stash sits in an open suitcase on a coffee table.

Brooks approaches the old Bennett store and identifies herself as a Deputy United States Marshal who needs to talk to his boss. One of Dunham's accomplices interdicts her on the front porch to keep her from going inside, telling her that unless she has a warrant, "there ain't no way." She educates him that she doesn't need a warrant just to talk and tries to move past him. He puts his hand on her shoulder and she steps back, expressionless. "You touched me," she says and swiftly delivers a savage kick with her boot to the cocky man's nether regions, dropping him doubled over in agony to the porch floor. She walks up to the open front door and is met by Dunham and the other two young men. She gives them two alternatives as to how the scene will play out, hard or easy. "What if I don't like either one," a confident Dunham asks, and the voice of Tim, who has surreptitiously entered the store from the rear, tells the trio that they could die right there. The no longer confident men from Memphis shrink in defeat, as Brooks smiles sweetly at them.

Dickie pays a surprise visit to Ellen May, who warns him that Boyd is now running the place. Dickie doesn't care and asks Ellen May, who has spent time hiding out at Limehouse's compound, where the big man hides his money. The prostitute tells Dickie that the money is buried under the church. "But you need to promise me something," she says. "If you end up running things, that you make me queen."

Raylan and Mullen watch the out-of-town talent enter Duffy's trailer while eating lunch in their vehicle and conversing.

At Johnny's bar, Johnny shows up with bad news. He visited the two drug dealers ("Longbaugh" and "Parker" is how he refers to them) on the payroll and, lo and behold, they're both dead. Uh oh.

Inside Duffy's trailer, the local gangster is visited by Sarno and Partlow looking for Quarles. Duffy had earlier sent them to Lindsey's bar to buy some time to contemplate his next move (and possibly to have them shoot Raylan or get shot themselves—either one being a win for Duffy). Wynn suggests cutting a deal with Theo Tonin's assassins and then listens as Sarno tells some of his boss's peculiarities.

Boyd visits the drug dealer's home and wonders whether the perpetrator was a pro or just "some tweeker pulling a crime of opportunity." Neighboring Greta confirms the former when she describes a man matching Quarles' description, remembering not his hair but his "eyes, just like a husky. Blues eyes I ever saw."

Inside the Bennett store, Dickie returns to Rodney with good news: "Limehouse hides his money beneath the floorboards buried in the dirt underneath Nobles church." The last of the Bennetts is delighted with the success of his intelligence-gathering mission, while outside, Gutterson and Brooks listen in on the conversation via Dunham's cellphone. Dickie, in the dark as usual, is shocked when Rodney declares that he has changed his mind and won't be helping Dickie reclaim his money from Limehouse, after all. "I'm greedy," he says, "I'm not suicidal." When Dickie challenges Dunham's masculinity, the man from Memphis says "out of respect for your late mother, I'm gonna let that one go," and advises Dickie to "call Limehouse, get your cooler full of cash and get out of here!" Dunham picks up his cellphone and as he exits the store, tells the listening Deputy Marshals, "You Federal stormtroopers get what you needed?" Gutterson eloquently and ironically thanks the man who disconnects and leaves.

Boyd and his constant bodyguard Jimmy pay a visit to the lame duck Sheriff. Boyd knows that Napier told Quarles which drug dealers to hit — and promises to hurt Napier terribly unless the ex-lawman gives up Quarles' location. The tables have turned yet again.

And they continue to turn. Dickie calls Errol to deliver the money in the cooler — apparently having given up on his scheme to get the full amount back — but the transaction is interrupted by Gutterson and Brooks, who announce that they're awaiting a warrant to get into Limehouse's compound.

Duffy takes Partlow to Quarles' hotel room. They don't find Quarles, but discover young Donovan, ball-gagged and still chained to the toilet.

Outside, Sarno is standing behind a tree as Art approaches on the sidewalk. Whatever his intentions, Raylan foils them by sneaking up and cuffing an embarrassed Sarno. "There was a day I would have said nobody could stealth me," he tells the Marshals. Given retorts "What happened, lose your edge or realize you weren't that good to begin with?" The resigned assassin shrugs and says, "Maybe a little of both." Mullen adds, "Sooner or later age humbles us all," as he takes a large magnum revolver off the man.

Unbeknownst to anybody inside or outside Quarles' motel room, the blue-eyed, blonde gangster himself watches from a nearby car before taking off.

Sarno suggests that Mullen and Raylan "just walk away and let nature take its course. It's not like the world wouldn't be a better place." "This is not Detroit Art says with finality. Sarno mutters, "Don't say I didn't warn you."

Raylan and Art burst into Quarles' hotel room with pistols at the ready to find Duffy and his bodyguard watching as Quarles' captive had tried to escape. Partlow holds a blade to Donovan's throat. There is a stand-off and Raylan and Partlow argue about what's going to happen next. Art takes the decision out of both men's hands by shooting the Detroit thug in the leg. Everybody denies having any idea of Quarles' current whereabouts.

It suddenly dawns on Raylan that the Detroit thugs were sent to kill Quarles. "Ever feel like God's laughing at you?" Raylan asks Mullen when they realize that he just shot one of the men who was sent to kill the man who had threatened to kill Raylan.

Quarles pays a call on Limehouse, seeking shelter in exchange for a bag of drugs taken from Boyd's dead dealers. Limehouse refuses, explaining that he isn't a drug dealer. Angry but still smiling, Quarles is shown the door.

Napier calls Quarles with an idea for turning the drugs into cash: take them to a nearby whorehouse to sell the goods.

What Quarles doesn't know is that Boyd is sitting in the ex-sheriff's office and monitoring the call. It's going to be a setup.

The plot thickens even further when Duffy calls Theo Tonin in Detroit, explaining that he would like to take over the Kentucky Oxy biz when Quarles is gone. And who is going to take care of Quarles now that Theo's assassins are in custody? Theo suggests that Duffy can prove his worth by delivering Quarles himself, $100,000 dead, or $200,000 alive so that his son can discuss Quarles' putting a gun in Sammy's face.

Quarles arrives at Ava's brothel with his bag of stolen drugs. He is calling Duffy when Boyd steps out from another room and stun guns the gangster unconscious. Boyd orders two of the working girls, Minerva and another, to strip Quarles naked and chain him to the bed.

Boyd picks up Quarles' phone and begins to talk to Duffy, who guesses almost immediately who he is talking to. Boyd wonders how much it is worth to keep Quarles alive. Duffy tells him truthfully the going price for each condition, and Boyd passes a remark that he thinks that Duffy might actually have been offered more. But Duffy suggests it might be safer just to kill Quarles, who is notoriously resourceful. "Don't say I didn't warn you," Wynn says. Quarles has thoroughly intimidated Duffy ever since he coolly killed Emmett and Yvette in front of him.

Art suggests that Raylan join Gutterson and Brooks when they raid Limehouse's church. Raylan laughs, explaining that the church story is one from his childhood. He believes his colleagues will find nothing under the church.

Back at the Bennett store, Dickie and Errol strike a deal to have Errol betray Limehouse in exchange cut of Dickie's money, which isn't buried under the church at all. Of course, the pair will need help. But from who? "I have an idea and you're not going to like it," Errol says with a humorless grin. "His initials are Boyd Crowder."

Sure enough, Dickie doesn't like it.


First Appearances[]

  1. Sarno - Assassin working for Theo Tonin and partner of Partlow sent to kill Robert Quarles
  2. Partlow - Assassin working for Theo and partner of Sarno sent to kill Quarles


  1. Parker - Drug dealer on Boyd Crowder's protection payroll. Shot by Quarles.
  2. Longbaugh - Drug dealer on Boyd's protection payroll. Beaten by Quarles.



Starring cast

Guest stars


Screenshot Gallery[]