Ryan Flynn set up four of the goals for Falkirk as the Doonhamers collapse in the second-half at Palmerston.
The Bairns took the lead after just four minutes. Mark Stewart did the groundwork putting Ryan Flynn away on the left. His measured cross to the back post picked out Carl Finnigan, to send a looping header into the far corner of the net.
Four minutes into the second half Queens levelled when Paul Burns sent a terrific left foot curling shot high into the net from 20 yards.
Falkirk were back in front in 52 minutes when Flynn crossed to the back post for defender Jason Marr to volley home from ten yards.
The points were wrapped up in 73 minutes when Flynn again supplied the ammunition from the left with a terrific cross and Finnigan headed home from a yard out. Six minutes from time substitute Kenny Deuchar drove the ball home from 12 yards. And five minutes later Marc Twaddle hit number five with a spectacular 25-yard free-kick which Hutton got his fingers to but could not stop.
Falkirk manager Steven Pressley: "Queens are one of the most impressive teams we have played, although the 5-1 scoreline wouldn't suggest that. They're a very good side and we knew they would be a test, and it proved that for long periods.
"We hit them on the counter-attack with real speed and purpose. They got all the fundamentals right, and I'm proud of my players. It was important to hold on to the lead and I'm delighted with the response of the players when they were pegged back.
"I'm pleased how they defended and I think we have a real talisman in Ryan Flynn. In my opinion, he's the best young talent in the country."
Queen of the South manager Kenny Brannigan: "The goals we lost were atrocious defending. The free-kick was special, but the others were gifts, and it might just be the rude-awakening we needed.
"We didn't take advantage of the first half, then we got back into it and lost a goal too quickly. Falkirk played a deep game, hitting us on the counter attack.
"We just didn't have enough players working behind the ball, and we got caught ball-watching. Maybe now, people will realise just how much of a player Derek Holmes is for us."
It look like hard times ahead for the Doonhamers after this display and with two tough away fixtures
looming they look like being dragged into the relegation mix. Injuries to Lilley and Reid did not help their cause today but an alarming lack of organsation at the back allowed a strong powerful Falkirk team to take full advantage.
Queens Mad Man of the Match - Paul Burns - Scored a fantastic goal and never stopped running but unfortunatelly most around him did not respond.