You may look forward to a holiday, put up with a delay, or talk someone out of making a rushed decision. Each expression contains three main words, but the noun or pronoun does not always appear in the same position.
Most three-word phrasal verbs stay together before their object:
Emma came up with a solution.
Some expressions have a fixed object position inside the pattern:
Daniel talked his brother out of resigning.
The safest way to use these expressions is to learn the complete structure, not only the meaning. This shows which preposition is required, where the object belongs, and whether a following action needs the -ing form.
What Is a Three-Word Phrasal Verb?
A three-word phrasal verb is a multi-word verb usually formed from:
verb + particle + preposition
The three words work together as one expression.
For example:
put + up + with
The individual words do not explain the full meaning. Put up with means to tolerate someone or something:
Sophie cannot put up with the constant noise.
Three-word phrasal verbs are also called three-part phrasal verbs. In more detailed grammar descriptions, many of them are called phrasal-prepositional verbs because they contain both a particle and a preposition.
| Type | Structure | Example |
|---|---|---|
| Two-word phrasal verb | verb + particle | give up |
| Three-word phrasal verb | verb + particle + preposition | put up with |
| Complete pattern | expression + complement | put up with the noise |
The final complement may be:
- A noun
- A noun phrase
- A pronoun
- An -ing form
- Another type of complement required by the expression
How Three-Word Phrasal Verbs Are Formed
The standard structure is:
verb + particle + preposition
Examples include:
- come + up + with
- look + forward + to
- run + out + of
- stand + up + for
- get + away + with
The complete combination carries the meaning.
Compare:
Come Up
A new issue came up during the meeting.
Here, come up means arise or appear.
Come Up With
Emily came up with a practical suggestion.
Here, come up with means produce an idea, answer, or plan.
The additional preposition changes both the meaning and the grammar pattern.
The same principle applies to:
- look up and look up to
- get away and get away with
- run out and run out of
- cut down and cut down on
You should therefore record the complete expression rather than trying to interpret the words separately.
Where Does the Object Go?
Most three-word phrasal verbs follow this pattern:
verb + particle + preposition + object
The object follows the complete expression.
Emma came up with a new filing system.
James looked forward to the school reunion.
Lucy put up with the interruption without complaining.
A Pronoun Normally Follows the Complete Expression
Emma came up with it.
James looked forward to it.
Lucy put up with it.
Do not move the pronoun between the verb and particle.
Correct: Lucy put up with it.
Incorrect: Lucy put it up with.
Correct: We ran out of it.
Incorrect: We ran it out of.
Correct: Daniel got away with it.
Incorrect: Daniel got it away with.
These expressions do not follow the ordinary pronoun rule used with separable two-word phrasal verbs such as turn it off or pick it up.
The Final Preposition Stays With Its Object
The final preposition introduces the noun, pronoun, or other complement that follows it.
We ran out of paper.
Incorrect: We ran paper out of.
Sarah looked up to her older sister.
Incorrect: Sarah looked her older sister up to.
The new product failed to live up to expectations.
Incorrect: The new product failed to live expectations up to.
The complete expression must be learned as one pattern.
Three-Word Patterns With an Object in the Middle
Not every three-word expression places its object after all three words.
Some follow this structure:
verb + object + particle + preposition + complement
The object position is fixed as part of the expression. These are not freely separable forms. You cannot move the object wherever you choose.
Do Somebody Out of Something
Pattern: do somebody out of something
Meaning: Unfairly prevent someone from receiving or keeping something.
The dishonest contractor did several customers out of their deposits.
With pronouns:
The contractor did them out of their money.
The person affected appears after do. What they lose follows of.
Let Somebody In on Something
Pattern: let somebody in on something
Meaning: Share private, secret, or previously unknown information with someone.
Hannah let her colleague in on the plan before the announcement.
With a pronoun:
Hannah let him in on it.
Incorrect: Hannah let in him on the plan.
The person belongs between let and in.
Put Somebody Up to Something
Pattern: put somebody up to something
Meaning: Encourage or persuade someone to do something, often something foolish or wrong.
Someone put Jack up to hiding the office keys.
With a pronoun:
Someone put him up to it.
The person being influenced appears after put.
Put Something Down to Something
Pattern: put something down to something
Meaning: Decide that an event, result, or behaviour has a particular cause.
The doctor put Emma’s tiredness down to a lack of sleep.
With pronouns:
The doctor put it down to stress.
The effect appears after put. The proposed cause follows to.
Take Something Out on Somebody
Pattern: take something out on somebody
Meaning: Direct anger, stress, or frustration at someone who may not be responsible.
Michael took his disappointment out on his younger brother.
With a pronoun:
Do not take it out on me.
The emotion belongs between take and out. The person affected follows on.
Talk Somebody Out of Something
Pattern: talk somebody out of something or doing something
Meaning: Persuade someone not to do something.
Daniel talked his friend out of leaving the course early.
With pronouns:
Daniel talked her out of it.
The person being persuaded appears after talk. The abandoned action or idea follows out of.
These internal-object expressions should be memorised as complete structures:
- do somebody out of something
- let somebody in on something
- put somebody up to something
- put something down to something
- take something out on somebody
- talk somebody out of doing something
Three-Word Phrasal Verbs Ending in “To”
Several common three-word phrasal verbs end in to:
- face up to
- get around to
- live up to
- look forward to
- own up to
In these expressions, to is a preposition. It is not the infinitive marker used in phrases such as to work or to leave.
Follow “To” With a Noun
Emma is looking forward to the holiday.
The company must live up to its promises.
Follow “To” With a Pronoun
Emma is looking forward to it.
The company must live up to them.
Use an “-ing” Form When an Action Follows
Emma is looking forward to meeting the new team.
Incorrect: Emma is looking forward to meet the new team.
James finally got around to repairing the gate.
Incorrect: James finally got around to repair the gate.
The manager owned up to making the error.
Incorrect: The manager owned up to make the error.
The -ing form is required because the action functions as the object of the preposition to.
Quick List of 30 Common Three-Word Phrasal Verbs
| Expression | Short meaning | Pattern |
|---|---|---|
| brush up on | improve existing knowledge | brush up on something |
| catch up on | do something previously missed | catch up on something |
| catch up with | reach or exchange news with someone | catch up with somebody |
| come across as | give a particular impression | come across as something |
| come down with | become ill with | come down with something |
| come up against | meet opposition or difficulty | come up against something |
| come up with | produce an idea or plan | come up with something |
| cut down on | reduce an amount | cut down on something |
| do away with | abolish or remove | do away with something |
| drop out of | leave before completion | drop out of something |
| face up to | accept and deal with | face up to something |
| fall back on | use as an alternative | fall back on something |
| fall out with | argue and stop being friendly | fall out with somebody |
| get away with | avoid punishment or consequences | get away with something |
| get back at | take revenge on | get back at somebody |
| get on with | have a relationship or continue a task | get on with somebody or something |
| get out of | avoid an obligation | get out of something |
| get around to | finally find time to do | get around to something or doing something |
| go through with | complete a difficult plan | go through with something |
| grow out of | stop a habit as you mature | grow out of something |
| keep up with | remain at the same level or speed | keep up with somebody or something |
| live up to | meet a standard or expectation | live up to something |
| look down on | consider someone inferior | look down on somebody |
| look forward to | feel pleased about a future event | look forward to something or doing something |
| look out for | watch carefully for | look out for somebody or something |
| look up to | admire and respect | look up to somebody |
| make up for | compensate for | make up for something |
| put up with | tolerate | put up with somebody or something |
| run out of | have none left | run out of something |
| stand up for | defend or support | stand up for somebody or something |
Common Three-Word Phrasal Verbs with Examples
1. Brush Up On
Pattern: brush up on something
Meaning: Improve knowledge or a skill that you learned before but have not used recently.
Emily brushed up on her French before travelling to Paris.
The expression is usually followed by a subject, skill, or area of knowledge.
2. Catch Up On
Pattern: catch up on something
Meaning: Do work, reading, sleep, or another activity that you previously missed.
James spent Sunday catching up on his paperwork.
Common objects include:
- Work
- Emails
- Reading
- Sleep
- News
3. Catch Up With
Pattern: catch up with somebody
Meaning: Reach someone ahead of you or meet them to exchange recent news.
Sophie met an old friend for coffee to catch up with her.
Context shows whether the expression refers to physical movement or sharing personal updates.
4. Come Across As
Pattern: come across as something
Meaning: Give other people a particular impression.
Daniel came across as calm and well prepared during the interview.
This expression describes how someone appears rather than what they necessarily are.
5. Come Down With
Pattern: come down with something
Meaning: Become ill with a particular illness.
Hannah came down with a severe cold before the weekend.
It is commonly used for short-term illnesses such as a cold, flu, or infection.
6. Come Up Against
Pattern: come up against something or somebody
Meaning: Encounter opposition, resistance, or a serious difficulty.
The project came up against several legal obstacles.
The expression often appears when progress becomes difficult.
7. Come Up With
Pattern: come up with something
Meaning: Produce an idea, answer, solution, or plan.
Emma came up with a simpler way to organise the records.
A pronoun follows the complete expression:
Emma came up with it during the meeting.
8. Cut Down On
Pattern: cut down on something
Meaning: Reduce the amount of something you use, consume, or do.
Michael is trying to cut down on unnecessary spending.
This is different from cut something down, which may mean reduce its size or make it fall.
9. Do Away With
Pattern: do away with something
Meaning: Abolish, remove, or stop using something.
The school decided to do away with the outdated registration process.
This expression often appears in discussions about rules, systems, and established practices.
10. Drop Out Of
Pattern: drop out of something
Meaning: Leave a course, competition, or organised activity before completing it.
Oliver dropped out of the training programme after accepting a full-time job.
The expression normally implies that the person did not reach the planned end.
11. Face Up To
Pattern: face up to something
Meaning: Accept an unpleasant fact or difficult responsibility and begin dealing with it.
Lucy had to face up to the consequences of her decision.
When an action follows, use an -ing form:
face up to making a difficult choice
12. Fall Back On
Pattern: fall back on something
Meaning: Use something as a reserve, alternative, or source of support when the first plan fails.
Thomas had some savings to fall back on while searching for work.
This expression commonly refers to money, experience, skills, or another plan.
13. Fall Out With
Pattern: fall out with somebody
Meaning: Have an argument and stop being friendly with someone.
Sarah fell out with her neighbour over the shared driveway.
This expression is especially common in British English. It usually describes a damaged personal relationship.
14. Get Away With
Pattern: get away with something or doing something
Meaning: Avoid punishment or negative consequences for an action.
Jack thought he could get away with changing the figures, but the audit revealed the edit.
It may be followed by:
- A noun
- A pronoun
- An -ing form
15. Get Back At
Pattern: get back at somebody
Meaning: Take revenge on someone.
Daniel hid his brother’s headphones to get back at him for an earlier joke.
This expression is informal and usually suggests a personal act of revenge.
16. Get On With
Pattern: get on with somebody or something
Meaning 1: Have a Good Relationship
Emily gets on with her new colleagues.
Meaning 2: Continue a Task
After the interruption, Emily got on with her report.
The object shows whether the expression concerns a relationship or an activity.
17. Get Out Of
Pattern: get out of something or doing something
Meaning: Avoid a duty, agreement, or responsibility.
James tried to get out of attending the Saturday meeting.
The expression may also mean leave an enclosed place, but this entry focuses on avoidance.
18. Get Around To
Pattern: get around to something or doing something
Meaning: Finally find time to do something after delaying it.
Sophie eventually got around to sorting the files.
The form get round to is also common, particularly in British English.
19. Go Through With
Pattern: go through with something
Meaning: Complete a difficult, worrying, or serious plan that you had considered abandoning.
Michael decided to go through with the formal complaint.
The expression often suggests hesitation before the final action.
20. Grow Out Of
Pattern: grow out of something
Meaning: Stop a habit, behaviour, or interest as you become older or more mature.
Hannah grew out of biting her nails during secondary school.
It may also describe becoming too large for clothing:
The child grew out of the coat.
21. Keep Up With
Pattern: keep up with somebody or something
Meaning: Move, work, or develop at the same speed or level as someone or something else.
Oliver reads industry reports to keep up with recent developments.
The expression may refer to speed, information, workload, or change.
22. Live Up To
Pattern: live up to something
Meaning: Meet an expectation, promise, standard, or reputation.
The new restaurant failed to live up to its excellent reviews.
The expression often appears with:
- Expectations
- Promises
- Standards
- Reputation
- Potential
23. Look Down On
Pattern: look down on somebody
Meaning: Consider someone less important, capable, or worthy of respect.
Grace never looked down on colleagues with less experience.
The expression describes an attitude of superiority.
24. Look Forward To
Pattern: look forward to something or doing something
Meaning: Feel pleased or excited about a future event.
Emma is looking forward to starting her new position.
Because to is a preposition, use an -ing form when an action follows.
25. Look Out For
Pattern: look out for somebody or something
Meaning: Watch carefully so you notice, find, or protect someone or something.
James was asked to look out for a blue delivery van.
Do not confuse this with look out, which may be a warning meaning be careful.
26. Look Up To
Pattern: look up to somebody
Meaning: Admire and respect someone.
Sophie looks up to her older sister because of her honesty and determination.
The object is normally a person or group.
27. Make Up For
Pattern: make up for something
Meaning: Compensate for a mistake, loss, weakness, or unpleasant situation.
Daniel worked late to make up for the time he had lost.
The compensation does not always remove the original problem completely, but it helps balance its effect.
28. Put Up With
Pattern: put up with somebody or something
Meaning: Tolerate an unpleasant person, behaviour, or situation.
Lucy refused to put up with the repeated interruptions.
A pronoun follows the complete expression:
Lucy refused to put up with them.
29. Run Out Of
Pattern: run out of something
Meaning: Use all of a supply so that none remains.
The printer ran out of paper halfway through the report.
Compare:
We ran out.
The shorter form is possible when the missing item is already understood.
30. Stand Up For
Pattern: stand up for somebody or something
Meaning: Defend or support a person, principle, or belief.
Thomas stood up for his colleague when the criticism became unfair.
This expression may involve verbal support rather than physical action.
Commonly Confused Three-Word Phrasal Verbs
Catch Up On vs. Catch Up With
Use catch up on something when completing work or learning information you missed:
Sarah stayed late to catch up on her emails.
Use catch up with somebody when reaching that person or exchanging recent news:
Sarah met Laura to catch up with her.
The final preposition changes the object and meaning.
Look Up To vs. Look Down On
Look up to somebody means admire that person:
Daniel looks up to his coach.
Look down on somebody means consider that person inferior:
Daniel never looks down on inexperienced players.
These expressions describe opposite attitudes.
Get On vs. Get On With
Get on may mean board transport:
Emma got on the bus.
Get on with somebody may describe a relationship:
Emma gets on with her manager.
Get on with something may mean continue a task:
Emma got on with her work.
The added preposition introduces a new pattern.
Run Out vs. Run Out Of
Use run out when the missing supply is understood:
We need more milk because we have run out.
Use run out of something when naming the supply:
We have run out of milk.
Do not place the object between run and out of.
Cut Down vs. Cut Down On
Cut something down may mean reduce its size or make it fall:
The workers cut the damaged tree down.
Cut down on something means use or consume less:
Michael is cutting down on sugar.
The two expressions have different object patterns.
How Three-Word Phrasal Verbs Change Tense
Only the main verb changes. The particle and preposition remain the same.
| Verb form | Example |
|---|---|
| Base form | come up with |
| Third-person singular | comes up with |
| Simple past | came up with |
| Past participle | has come up with |
| Present participle | coming up with |
More examples:
| Base form | Past form | Past participle |
|---|---|---|
| run out of | ran out of | has run out of |
| get away with | got away with | has got/gotten away with |
| look forward to | looked forward to | has looked forward to |
| put up with | put up with | has put up with |
| fall out with | fell out with | has fallen out with |
The final words do not change:
Correct: Emma came up with a plan.
Incorrect: Emma came with up a plan.
Correct: We have run out of ink.
Incorrect: We have run of out ink.
How to Record Three-Word Phrasal Verbs
Record each expression as a complete pattern.
Instead of:
look forward to = feel excited
write:
look forward to something or doing something
Meaning: feel pleased about a future event
Example: Emily is looking forward to meeting the new team.
Instead of:
talk out of = persuade not to do
write:
talk somebody out of something or doing something
Meaning: persuade someone not to do it
Example: Daniel talked his friend out of leaving early.
This method records:
- The required preposition
- The object position
- Whether a person must appear inside the pattern
- Whether an -ing form may follow
- The exact meaning
Final Point
Three-word phrasal verbs should be learned as complete patterns.
Compare:
- come up with something
- look forward to doing something
- put up with somebody
- talk somebody out of doing something
- take something out on somebody
The pattern tells you where the noun or pronoun belongs, which preposition is required, and whether a following action needs the -ing form. Learning the whole structure is more reliable than memorising only a short definition.
FAQs About Three-Word Phrasal Verbs
What are three-word phrasal verbs?
Three-word phrasal verbs are multi-word expressions usually formed from a verb, a particle, and a preposition. Examples include put up with, run out of, look forward to, and come up with. The words function together as one verb expression.
What is the structure of a three-word phrasal verb?
The usual structure is verb + particle + preposition + object, as in put up with the noise. Some expressions contain an internal object position, such as talk somebody out of doing something.
Are three-word phrasal verbs inseparable?
Most common three-word phrasal verbs keep their three main words together before the object, as in run out of milk and put up with it. However, some established patterns contain an object inside the expression, such as take something out on somebody.
Are all three-word phrasal verbs transitive?
Most are followed by a noun, pronoun, or another complement. However, the exact type of complement varies. Some are followed by things, some by people, and some by -ing clauses.
Where does a pronoun go in a three-word phrasal verb?
In the usual pattern, the pronoun follows the complete expression: put up with it, run out of it, and look forward to it. Internal-object patterns follow their own structure, such as talk her out of it.
Why is an “-ing” form used after “look forward to”?
In look forward to, the word to is a preposition, not an infinitive marker. A verb following a preposition takes the -ing form. Therefore, look forward to meeting is correct, while look forward to meet is incorrect.
What is the difference between two-word and three-word phrasal verbs?
A two-word phrasal verb usually contains a verb and particle, such as give up. A three-word phrasal verb normally contains a verb, particle, and preposition, such as put up with.
Is “put up with” a three-word phrasal verb?
Yes. Put up with somebody or something means tolerate them. The object follows the complete expression: put up with the noise or put up with it.
The First English Grade Editorial Team creates simple English grammar, vocabulary, and language guides for students, beginners, and everyday learners.
