The Mind Flayer is back, Hawkins has a shiny new mall, and the kids have to confront puberty: Stranger Things has never been scarier. Throughout the Fourth of July weekend, The Ringer will be covering all the happenings in Stranger Things’ third season with episodic breakdowns highlighting the biggest scenes, themes, and character moments. Below, we dive into Season 3’s second episode, “The Mall Rats”:
When Stranger Things introduced Max at the beginning of the second season, it was pretty clear why the Duffer brothers felt that adding a new female character was important for its young cast. Eleven was the only other girl in the group, and as someone who was experimented on, developed psychic powers, and treated Eggo waffles like the monolith in 2001: A Space Odyssey, there wasn’t a lot of overlap with Max. The latter liked arcade games and skating; you know, normal interests befitting a normal childhood. And besides, Mike, Dustin, and the rest of the gang were approaching middle school; it was only natural they might start thinking about talking with other girls aside from the one they found in the middle of the woods wearing a hospital gown.
But while Max was a solid and necessary inclusion to the cast, the introduction of her older brother, Billy, is more up for debate. Busting through the doors of Season 2 with a greasy mullet, a muscle car, and a bad attitude, Billy looked like he was concocted in an ’80s High School Villain lab. He beat Steve Harrington in basketball; then he beat the crap out of him at the Byers’s residence. In an alternate universe, he probably would’ve shouted, “Cobra Kai never dies!” in Ralph Macchio’s face before sweeping the leg.
But considering the amount of time we spent with Billy in Season 2—including his comical, albeit slightly disturbing flirtations with Mike’s mom, Karen—to no real avail, it felt like there had to be a payoff coming in the third season. If Steve could transform from a jerk into a surprisingly effective babysitter between seasons, could Billy break out of his own bully archetype and become a different (and possibly better) person in Season 3?
Sadly, those prospects are wiped away almost immediately in the third season’s premiere. He calls a child “lard-ass” at the pool for running—of course he’s a summer lifeguard who takes his job way too seriously—and asks Karen if she’d like to meet him at a motel for the “workout of your life.” (It’s worth noting: Billy has graduated high school and is probably 18, so while this Billy-Karen thing is messed up, it’s probably not illegal. Still ... not a great look!) And on the way to the motel, he’s attacked by the Mind Flayer at an abandoned steel mill—a pretty bleak scenario for the town bully. His season-long fate already looks sealed.
“The Mall Rats” reveals that Billy survives the attack from the previous episode, but at a cost. Like Will Byers last season, Billy is now under the Mind Flayer’s control: a lackey to do its bidding, and bring more meat sacks to the steel mill so they can, essentially, also become zombies. By the end of the episode, Billy attacks Heather, a fellow lifeguard whose only crime was (understandably) thirsting over his abs and expressing genuine concern that he looked like he had the worst flu ever. It’s safe to presume the Mind Flayer’s got at least two humans under its control; it’s a good bet it’ll amass even more followers in the episodes to come.
So Billy’s ultimate fate is, once again, to be a villain—except instead of bullying kids at school and generally being an asshole, he’s now dragging unsuspecting victims to their slimy doom. For any viewers who were hoping that something would happen with Billy, the show doubling down on the character as an antagonist probably feels like a disappointment, or at the very least like a large waste of his surprisingly abundant screen time. But it doesn’t have to be. Billy is filling the void left by Steve, whom the Duffer brothers originally pegged as a classic bully who’d be killed at the end of the first season. Keeping Steve alive and transforming him into a lovable character was an admirable storytelling choice, but Stranger Things is still, first and foremost, a riff on ’80s movies, themes, and stereotypes. Billy is the high school bully personified, and if that’s all he’s gonna be, that’s not necessarily a bad thing.
The Duffer brothers evidently love their Stephen King, and Billy’s transformation into the Mind Flayer’s right-hand man this season recalls not just the bullies from Stand by Me—which was the inspiration behind actor Dacre Montgomery’s absurd audition tape for Billy—but also It, and that novel’s bully, Henry Bowers. The book goes back and forth between two timelines—when its protagonists were children, and when they return to Derry as adults to confront Pennywise after the monster remerges. Henry is a sociopathic bully for the kids in the past; in the present, the monster helps him escape a psychiatric ward so he can attack the group once again. He’s not the main villain, but he’s the worst-case scenario for a bully who never learns the error of his ways and tragically becomes as monstrous as his abusive father. (In the second season of Stranger Things, it’s implied that Billy has similar daddy issues.)
Perhaps Billy is still capable of redemption this season; maybe seeing his sister Max in peril will coax the humanity out of him before it’s too late. But acting as a bully, and one whose worst impulses are being enabled by a sinister force, can be interesting in its own right. Montgomery understands that Billy’s at his most entertaining when he’s hamming it up, as evinced by the hilarious audition reel. So if he’s not capable of redemption, Stranger Things has an indisputably fun alternative: Let Billy the Bully cook.