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The Last of Us Episode 3 Tells the (Different) Story of Bill & Frank

The Last of Us Episode 3 Tells the (Different) Story of Bill & Frank
Photo Credit: HBO

The Last of Us episode 3 spends a little time with Ellie and Joel but heavily focuses on the story of Frank and Bill. As a result, things will be a tad different than what video game players are used to. This is one of the few times The Last of Us deviates from its lore, although it is done to give viewers a better story, and we certainly think they succeeded.

Ellie & Joel Continue Their Journey

The episode starts at a river about 10 miles west of Boston. Ellie brings up how Tess died and tells Joel that he better not blame her for it. Joel indicates that he doesn’t blame her, and the two continue. Eventually, they come across a gas station. Inside is an arcade game, which excites Ellie. Of course, there is no power, so it doesn’t work, but she mentions she had a friend once that knew everything about it and well, let’s say those who played the DLC will be smiling.

Joel mentions that he has a stash inside the gas station, and while trying to remember exactly where it is hidden, Ellie starts to explore. He tells her that things have already been picked through, but she decides to look anyway; She is a bored teenager who feels like she has nothing better to do with her time. 

She finds a hidden door in the back room and drops into a basement. Here there is an infected trapped under some rubble. The way it is held down allows her to get close since he cannot get her, and she becomes intrigued by him. As he stares at her, she becomes more curious, eventually taking her pocketknife out of her backpack and approaching him. She cuts his head open slowly to reveal the fungi. She then stabs and kills him. 

The two leave, and on their journey, they see an airplane crash site which gets them talking about flying. Ellie asks Joel if he ever flew in a plane, and when he says yes, she says he is fortunate to have gone in the sky. He jokes that it sure didn’t feel like it then. 

Diving Into the Story of the Breakout

In the previous episode, viewers got to see the start of the breakout, but in The Last of Us episode 3, we get more of an explanation as to how it all went from there. The conversation starts when Ellie asks Joel who bit the first person. He says he doesn’t know, but some theories and rumors sound accurate.

The assumption is that the fungi mutated and got into a flour or sugar supply. This means it was used to make food that was sold all over the world. The more people ate, the more it started infecting people. Finally, on September 26th, 2003, the infected people turned violent, and that was the start of it all.

As they walk down the road, Joel stops and says they should go a different way so that Ellie doesn’t see something she shouldn’t. Ellie presses on because she rarely even listens to Joel — but then she sees something that stops her dead in her tracks. 

A collection of skeletons, debris, and luggage. Joel explains that when it all started, soldiers evacuated small towns. Then, if there was no room in the quarantine zones, they would kill them.

Why? He explains, “Dead people can’t be infected.”

Get To Know Bill & Frank

The Last of Us episode 3 then flashes back to September 30th, 2003, a week after the outbreak. This is when fans first get to see Nick Offerman as Bill. He is in front of computer screens with a ton of guns and supplies — precisely what game players expect to see. He leaves his house with a gun but sees everyone is gone – and he sure seems happy about it.

There is then a montage of him setting up his little town, which he has all to himself. First, he gets a boat, weapons, supplies, and even barrels of gas. Next, Bill sets up a generator and puts traps around his property — which spans nearly the entire town.

Flash to four years later, and his defenses have grown drastically. A man has triggered one of his traps and is stuck in a pit, which sets off an alarm. Bill is cautious with him at first but ends up helping him out. The man says his name is Frank and that he is hungry. Bill reluctantly lets Frank in his home and gives him a shower, a meal, and a set of clean clothes.

They form a quick bond and eventually realize that they are both gay. They talk, play piano, and end up kissing. The two even go to bed together, and Frank tells Bill that he will be staying. Bill doesn’t have any problems with that.

Another flash forward, this time three years, and Bill and Frank are fighting. Frank wants some paint and a lawnmower to fix up some of the town and make it more visually appealing. He admits he has been talking to someone on the radio and wants to invite them over. It turns out it is Tess and Joel. The four of them have a lovely meal with vegetables, meat, and wine.

Get To Know Bill & Frank
Photo Credit: HBO

Tess and Frank go inside, leaving Joel and Bill to talk. Joel explains that the quarantine zone has things they might need too and that they can help each other out. He says they are decent people, but the following people on the radio might not be. Bill doesn’t want to make a deal, but we see three years later, in 2013, that they are working together when Frank surprises Bill with a strawberry patch, indicating that he traded Joel and Tess for some seeds.

That night, raiders come to their home, clearly after what they have. Frank gets a gun and goes outside, only to find that Bill is already outside shooting at them. During the battle, Bill gets shot. He tells Frank to call Joel, who will take care of him. He says he left notes in case something like this happened. Frank is visibly upset and does what he can to keep Bill alive.

One more flash forward to the present time — 2023. It is ten years later, and we see someone in a wheelchair. It isn’t until the camera pans closer that we realize it is Frank, not Bill. He clearly has some health issues but is plugging along with life as best as he can. He is painting, which seems to make him happy, at least a little bit.

While Bill is sleeping, Frank pulls himself into his chair. Frank tells Bill that he has made up his mind and this will be his last day alive, so he wants it to be a good one. When Bill tries to convince him otherwise, Frank says there wasn’t anything to cure this before the outbreak either, so there is no real hope. 

Frank has a whole day planned. He says they will pick out outfits at the boutique, get married, have a delicious dinner, and then he will die. He wants Bill to put crushed pills in his wine, carry him to bed, and allow him to fall asleep in his arms.

Over the next few minutes of episode 3, viewers see them do all these things. It is incredibly emotional from the very start, knowing what is coming. When Bill brings out the wine and dumps the crushed pills in Frank’s glass, Frank downs it. Bill then drinks his wine just as fast, and it becomes clear that he put drugs in the bottle before coming to the table — intending to kill himself as well. Frank admits he should be mad, but it was incredibly romantic of Bill to do that. 

Back to Ellie & Joel

We know that the show has been taking place in the same year so far, but we do not know the exact timeline of Joel and Ellie arriving at Bill and Frank’s. However, Joel immediately knows something is wrong because the flowers have not been taken care of, and he knows how Frank likes to keep up appearances.

Joel is looking for the two and tells Ellie to stay put. In their house, we see some food left on the table covered with flies, so it has been at least a week or two. Then they find a letter left to “Whoever, but probably Joel.” Ellie reads it out loud. It is from Bill and was written on August 29th, 2023. 

Bill tells Joel to take whatever he needs, then explains that he hated the world and was happy when everyone died. But there was one person worth saving, which is why men like them are there. They have a job to do. This is when it hits Joel that his job right now is to keep Ellie safe and maybe even save the world in the process.

Joel tells Ellie that they have to go to Wyoming to find Tommy. He knows that Tommy will be able to guide them to the fireflies. He sets some rules, and they take what they can from Bill’s bunker. Ellie finds a gun and sneaks it into her backpack since Joel will not let her have one.

They find a truck in the garage, and it is clearly Ellie’s first time in a car. She is touching everything and says it is like a spaceship. When the truck turns on, it plays the same song that both Frank and Bill sang the day they met. Then, as Joel and Ellie drive away, the camera zooms out to Bill and Frank’s bedroom window, their final resting place.

Overall Thoughts

The Last of Us episode 3 takes the time to tell a side story that is important to the overall picture. This is where viewers learn about Bill and Frank, who ultimately help Joel and Ellie out quite a bit since they get a truck and supplies. Sure, some things are changed from the game, but it really is for the betterment of the story.

This episode is a bit of an emotional roller coaster, and while we would have liked more of Bill, the way things play out makes sense. Joel and Ellie are the series’ focus, so it was best to tell this part of the tale almost as a side quest and then get right back to the thick of it.

Rating: 10/10

Author

  • Tessa Smith

    Tessa Smith owns MamasGeeky.com and is a Rotten Tomatoes Tomatometer-approved Film and TV Critic and a huge geek. Tessa has been in the Entertainment writing business for almost ten years and is a member of several Critics associations including the Critics Choice Association and the Greater Western New York Film Critics Association. She grew up watching movies, playing video games, and reading comic books -- and still loves all of those things. She proudly lets her geek flag fly and spreads the word that there is nothing wrong with being a geek.

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Written by Tessa Smith

Tessa Smith owns MamasGeeky.com and is a Rotten Tomatoes Tomatometer-approved Film and TV Critic and a huge geek. Tessa has been in the Entertainment writing business for almost ten years and is a member of several Critics associations including the Critics Choice Association and the Greater Western New York Film Critics Association. She grew up watching movies, playing video games, and reading comic books -- and still loves all of those things. She proudly lets her geek flag fly and spreads the word that there is nothing wrong with being a geek.

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