|Original air date||February 7, 2013|
- Title Explained: The title of this episode, Midnight Ron, is in reference to the movie Midnight Run, a film in which Robert De Niro plays a bounty hunter who chases and captures an accountant who jumped his bail, played by Charles Grodin. During this movie, the two characters have to escape the mafia and FBI by different means of transportation.
- Malory says "it's just idiots all the way down". This refers to the philosophical reference of 'turtles all the way down'. In the story, an astrologer is challenged that the world is being supported on a flat plate on the back of a turtle. When the scientist replies "On what does the turtle sit?" the reply is "it's turtles all the way down". 
- Malory says that her third biggest fear is that Archer will show up with a prostitute he has married, then adds that the imaginary prostitute has bangs. This is a reference to Malory's ongoing hatred of Katya.
- Cheryl is making paper dolls in this episode in the shape of a Human Centipede, albeit with all females.
- Archer references the cult classic horror movie "C.H.U.D.". The C.H.U.D.s in the film live in the New York City sewers. Ron counters this with the urban legend of alligators in the New York City sewers, which gives Archer horrifying visions of said alligators breaking through the toilet while he is using it and attacking him.
- Archer's description of the butterfly effect ends with a talking rhinocerous making a phone call. This is a reference to the animated character Lying Rhino in the movie "The Ten," also voiced by H. Jon Benjamin.
- Cheryl relates that Archer repeatedly infected her with chlamydia.
- Archer's exclamation "Aw, Fat Mike, too?" upon hearing Fat Mike had been arrested, is a line uttered by Xander Crews on hearing he had just killed Fat Mike, an Xtacle in the show "Frisky Dingo". The character of Xander Crews was in many ways a prototype for Archer.
- Stranded on the highway, Archer suggests that no one will trust him and Ron enough to pick them up because they look like "The Ballad of the Flim-Flam Man", a story of an older con man and his younger partner travelling together.
- Archer repeatedly makes comparisons between Ron and Master P, particularly in exhorting him to "make it rain." As a callback to previous episodes, Pac-Man Jones is also referenced as "making it rain." Archer has told Ron to "make it rain" with the money to distract their pursuers in order to fulfill the prophecy of the gypsy woman (another callback) related to him by Cheryl. However the money flies away without effect, and it is clear from the fact the pursuers briefly get stuck in the mud that Archer misinterpreted this.
- The gypsy woman also described the encounter as "an alternate universe where John Waters directed "The Road Warrior." Waters is known for his odd films featuring freaky, often transgendered or gay, characters. "The Road Warrior" was a post-apocalyptic film in which gangs with crazy outfits and improvised weapons, not unlike the bikers in this episode, are the main antagonists.
- When Ron says Archer hates Ron because he wants Malory to himself, he says "Paging Dr. Bates, Dr. Norman Bates". This is a reference to the movie "Psycho", in which a man named Norman Bates falls in love with his mother. Bates kills his mother, her lover, and keeps his mother's corpse in his house.
- Ron calls one of the bikers who attack them "C. W. McCall-girl." C. W. McCall is an outlaw country singer.
- The boxcar on the train has "Tunt" stenciled on the side, a reference to Cheryl's family railroad business.
- Ron says Fat Mike would be eating his meatball sub through a straw; Malory said the same thing to Bilbo in Heart of Archerness: Part 1.
- When Archer is kidnapped by the BDSM club, the background song is "Slow Revolution" by Tugboat. This song also appears in a Saints Row 3 mission which involves rampaging through a BDSM club.
- Pam is making a Green Russian (milk and absinthe) when Archer calls her asking for money.
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