The Last of Us Episode 3 Review: Bill and Frank Changes Explained 

Major props to Frank, he was responsible for making Bill’s home actually feel like home. It’s so crazy that they both lived full lives & Bill was able to deviate from being a survivalist and in turn, nurture an ill Frank. We can’t forget that we’re getting a Riley & Ellie focus. I heard maybe in episode 8.

This show made Bill and Frank’s story WAY better than what it was imo. Bill was always a very undeveloped character in the game for me, and to see an entire episode dedicated to him and Frank satisfied my needs.

I think my favorite part was when Joel was explaining to Ellie how the whole outbreak started. Really felt some wholesome vibes between the two of them and them starting to bond despite the grim topic.

Such a superior take on Bill's story. Probably my second favourite episode so far after the pilot. Was in tears watching the last 30 mins of this episode when Frank tells Bill it's his last day and them having dinner together later that night. Really heartfelt and moving, fantastic ep

honestly i was expecting bill to survive the drugs in the wine and go on without frank when i was watching but then when joel and ellie get to his house and you see the food rotten on the table i knew that wasnt happening

Man this whole episode was a tearjerker, but what really got me was when Joel read the “to keep Tess safe” from the letter. I just broke. Even though he never labeled them, he really loved her. I’m hoping we get a backstory episode of Joel x Tess like they did with Bill x Frank. I’m so curious of how they met and how their relationship developed. Also the little snippet of Frank & Tess’s friendship was so cute.

The first game is my favorite game ever made This episode is one of my favorite experiences of tv in a long time. The self-contained story of Bill and Frank felt like a long thought out version of the montage at the beginning of the movie Up but with a happier ending All it accomplished in my eyes is making me even more excited for the emotional beats that the show will hit in the episodes to come

I really liked how they changed Bill and Franks story tbh :]] although some part of me still would have loved if Bill survived like he did in the games...

Damn Bill really said he was sorry to Frank that he was getting older faster. It was really nice to some hope in the show such a great adaptation that fills in these gaps with such substance.

I give it a 9 out of 10 mainly because bill and frank was a good relationship

The episode was great and tbh I couldn't care less that Bill didn't have that interaction with Ellie as he did in the game. The story was written beautifully

I don’t think that section of the game is about Ellie & Joel’s bond growing. Yeah you see it kind of but it’s more starts after that section. The point of that section is to show what Joel could become if he doesn’t help Ellie by using Bill. I think the show flipping that and having it show what Joel can become if he helps Ellie is very good.

This has been controversial. Saying you don't like this episode is a surefire way to get accused of homophobia. I feel that original Bill was a reflection of what Joel could become if he completely closes himself off from human connection. The contrast between who he is and who Joel becomes was very poignant and to me was absolute perfection. The show audience is missing out on that as well as those classic interactions with him and Ellie. And your point about Bill surviving adding meaning to new characters is valid as well

This was a much better story for Bill he wasn’t dirty and crazy like the game. And even tho them dying was sad it was an amazing way for them to leave the earth together. Only complaint is I wish this episode would go back and fourth with bills story and Joel and Ellie’s to give them more screen time but other than that amazing episode 9.5 / 10

It’s called the last of us for a reason. But I do agree, bill in the game maybe breathing, but he wasn’t living. Contrast to the show it showed him living his life until the end. He not only survived but lived for 20 years growing old with the love of his life and choosing to go out with that love. He literally lived to the fullest till his last breath. Unlike in the game he was in a prison of isolation on his own waiting for death to eventually come for him unfulfilled.

I loved the episode, it was a beautiful self contained love story 🥺 i also appreciated the fact that Joel and Ellie's mission with Bill still got accomplished. I liked Bill's ending in the show. Really valid point though about characters feeling disposable now!

Did everyone forget that Nick Offerman played a gay character on B99

My favourite thing about this show so far is that the main goal is always the same (getting a battery/car from bill) but the journey to get there deviates making it still a newish experience for people who played the game

Bill's letter is what bothers me about the episode. The fact that he encourages Joel to protect and care for Tess, and therefore Ellie, is the problem. The game uses Bill to mirror Joel and to show what happens if you push everyone away. Frank left Bill because of his paranoia and hyper independence, his inability to change or let people in. When Frank left, Bill was heartbroken. So much so that Bill tells Joel not to care for anyone, that it's only good for one thing: getting you killed. Bill is meant to see Joel's growing feelings for Ellie and to warm him that it has consequences. To lose that in the show in favour of encouraging Joel to bond with Ellie seems like an odd choice. Joel bonds with Ellie no matter what, even against his own will. He can't help it. It's a loss to not have the foreshadowing of how love will be painful and have consequences.

I think it's very obvious Druckmann wrote the episode, and it doesn't fully click into the overall narrative. In the game, the conflict between Bill and Ellie pushes YOU (and Joel) together just a little bit more. The end of the level shows Joel he can't just be alone forever and cut everyone off. The show failed to bring them together (imo), especially in the end because the letter threw Joel's failure back in his face, first losing Sarah, now losing Tess, then sort of losing Bill. It's not teaching Joel to back up Ellie, it's teaching him to keep her out. If I were involved, I'd keep it the same, until the raiders attacked Bill's camp. Bill can become more of a hardcore survivor and show the brutality he's been building up since FEDRA pulled out of the town. Have Frank see this side of Bill which causes him to get a little scared. And after they fight Frank leaves and goes to the boutique where he does what he does in the game (I don't want to type it out but you know what I'm saying) Then when Joel and Ellie show up, raiders or something chases Bill and them into the boutique where Bill finds Frank's body. The worst part is that it's been under his nose the whole time but he left so much humanity behind, ignoring the boutique in favor of his bunker, he never found Frank. - You'd still get the Ellie/Bill conflicts which cause Joel to grow closer to her - You still get the love story in the apocalypse, but with a sadder tone that fits all the better. - It makes the game fans happy cause it's closer to the game. - Ron Swanson still gets to play a gay guy. It ticks all the boxes, and I can't be sure that Druckmann fully understood what he was doing, but some part of my gut is telling me he did this on purpose to elicit the same response TLoU2 garnered between the "this is a profound 10/10 masterpiece" and the "this is too woke" crowds.

Loved this episode so much! What a treat for fans of the game like me. I was not sure what they were gonna do at all. Wholesomely surprised 🥰

As long as they don't deviate from the game I'm happy. This really added some backstory, while keeping things as consistent as possible from the game. We also got Joel and Ellies main outfits from the game so that's cool

That quick cut to Tanya from The White Lotus is comedy gold.

One thing I disagree with is this section of the game wasn't about Joel learning to open up and care about Ellie that happens later on (with Henry and Sam) but rather more to show Joel what he would become if he kept on the path he was on.

9:24 i definitely disagree with you on this. in the letter, Bill bluntly states that, although he doesn't particularly like Joel, he respects him. i don't think that's an easy thing to get from Bill, and in (what he thinks is his last moments) the one person that Bill knows would be able to keep Frank safe, is Joel. i personally don't think there needs to be a more nuanced depth to their relationship than that. Edit: another thing you talk about at 9:09. i really don't see how spending more time on action in this episode would've contributed to Bill and Franks story. sure, it would make sense that more people would have tried to attack and take the place for themselves over the years, however, as you said yourself, this isn't an action thriller, it's a character story. showing them getting attacked more than once seems excessive and pointless, and would take time away from focusing on Bill and Franks relationship.

4:17 - 5:00 Sooooooo... Are we gonna ignore the Telltale TWD games where throughout the series there was a grear balance of character drama and zombie survival even almost a decade later?

Old Frank looks like Jordan Peterson

Not mad at the episode. I'm just disappointed. I wanted to see the interactions between Elle, Joel, and Bill. They couldn't split the episode better. People used to rip the Walking Dead for "bottle" episodes like this.

I thought fore sure bill was going to survive the dinner and meet up with Joel and Ellie. I am so glad that he didn’t and what a great take on this episode and love your take and explanation bruv. Please keep up the great work mate.

Also I loved your explanation of game vs show, adaptation vs source material. Really flippin good dude 👍👍

I loved the episode, the ending included but I think it would have been even better with a change, or "fix" if you will, to satisfy the game purists too. Everything plays out exactly the same as it did in the episode, only deviating after he and Frank go into the bedroom to die. We find out that Bill has survived the suicide attempt. He wakes up next to a deceased Frank. He is devastated but he decides to use the opportunity to bury Frank. He has *just* finished doing so and plans to shoot himself, when Joel and Ellie show up. This sets the stage for the characters to have similar interactions as they did in the game. There's a mini side-quest to get Joel and Ellie something they need for their journey, which ends up going wrong and Bill sacrifices to save them. This being a repeat of what Tess had done previously, could be examined by Joel and Ellie through heartbreaking dialogue. Then the very end could play out the way it did. Bill's suicide note is still there to be found, putting everything into perspective for Joel and Ellie. They get what they need and move on. Instead of the ending shot out the window, it is revealed that Joel took the time to bury Bill next to Frank. Voila. I think that would have been the best of both worlds.

off topic to the video but congrats on your recent 50k milestone - i’ve been subbed for a while and genuinely watch every video and love the effort you put in

I just wanted to see Joel, bill and ellie fight off some infected 😬

Honestly what makes it a ten is the fact that a gay couple got a whole episode to themselves that they didnt have to share with any straight couples, and in a show with bad endings especially, they got to have a happy one. In so much media it's the opposite. Even in media for or about lgbtqia peoples the experience is vastly different. There are shows with gay main characters who are sidelined while their straight counterparts get sex scenes and romantic scenes and closure and happy endings while they just watch their loved ones die and lose theirs. Pretty little liars had a gay couple stay together on and off for 6/7 seasons only to cave into fanservice in the end and split them apart to force some other ship to happen. She was one of the main characters, and suffered greatly throughout the series, then they bring her girlfriend back only to sweep the rug kur from under her. And just because another ship was more popular she didnt get her happy ending. But even if these ships are the biggest jn the fandom there's no guarantee they will happen because some might have a dtraight counterpart that might get pushed instead. Clarke and Lexa from the 100 were by far the most popular relationship, not just in the show but online, for like a year. That didnt stop the creators from killing Lexa off -inmediately after getting them back together, which is another abhorrent trend for gay characters- and teasing Bellamy and Clarke instead. They had a following too but nothing as great as Clexa, but they would rather kill the lesbian than the straight guy romantic interest. And even in the cases where there's no straight couple to compete with. When there's no other character they have any chemistry with, they would rather introduce some guy and shove them off with the first guy that comed along than acknowledge the passion between queer characters, edoecially if they're mains. Think Rizzoli and Isles or Emma and Regina from Once Upon A Time. And even when the males are so bad they're better off being alone. When the guys have hurt them deeply. When they've pushed or abused them, they'd still rather push them together than just let them be single or get with another person of the same gender. Most egregious example of this is Quinn Fabray and Rachel Berry, who were in a romantic triangle with a neanderthal named Finn. Neither really had chemistry with him, and both were clearly into one another but Glee creators decided they were going to never explore that. So when Finn's actor died and subsequently his character was killed off as well, and their plans of forcing him and Rachel together in the end were dashed, they pulled out another old boyfriend of hers out of retirement to fill that role; the guy that literally egged her. Rather than explore the romantic relationship between a main character they woukd rather pawn them off on the nearest guy because god forbid the main character is a lesbian! Homophobia has been pervasive in behind the scenes decisions that affected otherwise decent shows so for this one to say 'fuck homophobia we will do thede gay characters justice' and go ahead and do just that? For that, it gets a ten.

I don't get why people are annoyed it diverges from the game. If you wan't a carbon copy of The Last of Us, boot up your Playstation and go and play it. They've created a superior story with this new take on Bill

I watched it twice. Once with certain expectations as a fan of the game and then again today to digest it for what it is. The first time I loved it up until the twist with Bill at the end. The second time I watched it, just appreciating the story, and it's simply incredible from beginning to end. I highly recommend watching it twice.

Fun fact: Ron Swanson has played a gay man before in Brooklyn 99, being an ex to Captain Raymond Holt 😂

when i first saw it, i initially did miss some of the dialogue that happened, but to be honest, that's all i got out of bill's plotline that stuck with me, even despite being a fanatic of the game for so long. with the show's take on their dynamic, i feel like i got a lot more out of it and there was a lot more for me to remember. i loved the show's spin on his plotline, and i'm not mad at it at all.

The way I have taken TLOU as a story since the second game is about the struggles of Humanity in a cruel world. Not Joel and Ellie. So this episode fit right in with that.

for me, it's a sometimes thing, there are times an audience wants to the see the most faithfull translation of a work from one medium to another, and times when you want a transformative take on source in its new medium. Also if something has already been translated from source to another media, then their is greater leeway. Level of craftmenship goes a long way.

I feel the exact same way about the line delivery. The first episode it bothered me, despite there being nothing wrong with it. It felt off. Now though, I recognise them more as Joel and Ellie and so when the delivery is different it doesn't take me out of the scene.

Loved this episode ❤ I'm glad Ron found someone that wasn't named tammy.

I loved this episode. I was hoping they would delve into Bill and Frank's life more and I am glad they gave a happier ending than in the game.

I cried. 😭 Was so terrified that Bill might wake up the next day alone! Absolutely beautiful episode, in my opinion. 💖

I did want a TWD replacement! I was disappointed UNTIL I did a little research from people like you and NOW I LOVE it!

Now I'm excited to see more changes. I still hope it ends like it did in the game.

How Bill and Frank got together was kinda weird. They spent not even a day with each other, barely talked, and when Frank asked “Who’s the girl” Bill says “There isn’t one” and Frank kisses him. Like how did he know if Bill was homosexual? It would have been real awkward if Bill punched him and said “I’m not gay!”

It just feels like the best episodes are those focused on Joel and Ellie, but this episode was pretty good!

Another incredible episode of TLOU!

My biggest disappointment was that I thought It was Greg Sestero playing Frank.

It could be. That the detachment.from caring about bring us to the point where Joel was at the beginning of the game

Man I wish we had a Frank in the game now

My main issue is, as someone who never played but watched RU-vidrs play through the range, I did not care about Bill and Frank other than that I like Nick Offerman - I had no emotional connection to either character. It focused on a story that ultimately felt like it didn't matter other than adding some weight behind Bills final words to Joel. In my unprofessional and uneducated opinion, the story could have been shown to us through the use of the environment of the town that Bill and Frank inhabited and through a retrospective lens rather than a Bill & Frank Feature, with surprise guests Joel and Ellie. Ultimately, I'd give it a 6/10

i would say bill and joel had a respect for each other and that was the reason bill told frank to call joel because bill thinks of him as type of guy who keeps people safe as he is, and thats why bill wanted frank to go to joel because he thinks that he is the only person who can keep frank safe after him. But other than that they didn't have any genuine connection.

7:40 is that JORDAN PETERSON...kissing himself?

i think the show will touch the survival aspect, but not every episode i think. joel is gonna have to keep ellie save to where they are going so they gotta survive to arrive there i just think it will be a mixture of both. this episode was phenomenal imo.

Do you think left behind will get its own episode

Bill's section in the game works great for a game as it's one giant if not a little convaluted fetch quest. In my opinion that wouldn't have translated that well to screen. I much prefered a little of a breather that expands on the nuances and themes of the game. While the episode didn't directly further the story much it definetly sets the ground work for the future realtionship of Ellie and Joel

I loved this episode. My only issue is that Bill we missed out on the banter between him and Elle but his death was fitting for the story they were telling.

Fantastic episode

I don’t think the end of season 1 will mirror the first game. I’m thinking it will end when Joel gets impaled at U Colorado

Curious to see if they add the armored truck in the Pittsburgh episode

Something that gets overlooked by many, “Ron Swanson” also played a gay man in a special appearance in Brooklyn 99 as an ex lover of Captain Raymond Holt.

Joel walks in, sees the wine, takes a huge swig, dies

I expected Bill to survive, but god damn If I wasn't ugly-crying at the end of his story

im a great fan of the tlou game and i love the 3 episode

Ron Shawnson played a gay man in Brooklyn 99 playing the Captain Holts EX. The wooden duck incident.

I've played the games,and love this episode! people say it's pointless by i disagree with that

I loved the scene were Bill sings for Frank. And it’s really tender and full of emotion. However, it did feel a bit like fan service - just introducing a fan favourite and giving him a happy ending and a more fleshed out story. I don’t see why they couldn’t have kept certain aspects of the game whilst also exploring Bill’s backstory. It would’ve have been even more sad knowing that Bill was alone.

As much as many wanted to see Bill interact with Ellie the majority of that section of the game is literally a giant fetch quest with not a lot of actual plot surrounding it. Having episode 3 be this beautiful & hopeful love story between two people in a world full of death, pain & loss was a breath of fresh air. If you think about it did set out to do exactly what the game did. Joel & Ellie visit Bill's place. Get a battery for a vehicle. And drove off in said vehicle. Exactly as in the game. All that was changed is the 'gameplay' segments turned into an actual feel good yet heartbreaking moment in time for Bill & Frank. It was masterful storytelling in all the right reasons.

Best episode yet and the plot is awesome and a good story in general.

I'd give this episode 8 out of 10 🍄's

This episode sold me completely on the show I’ve never cried so hard at a show

The only reason they need bill in game is for game progression. The show is a much better story that is very difficult to do in the game. The only time I was disappointed was they removed the line “I killed the shit out of that guy.” When she saves jole. But to say “people keep dieing” yes that is part of Ellies progression. Everyone around her keeps dieing and she is immune.

When Bill is shot, I think him directing Frank to "call Tess" would have been more impactful by contrasting how he felt about Frank "calling friends" over while he was fine. Frank was closer to Tess, and the audience knew, presently, Tess is gone. Edit: Or maybe direct him to call "Tess and Joel".

Loved the episode but I can tell they made this episode for the headlines and awards. Seeing Ron Swanson gay was weird but not bad.

I got two things to say. 1) played the first game and loved it. I really like them developing Bill in this more. 2) Bill's actor deserves an Emmy for this role. One episode I don't care. Superb acting.

Dying Frank looking like Joaquin Phoenix ❤

amazing episode

although it was a good story for bill/frank ,it doesnt help that there are no interactions between them and our leads .in the eyes of a newcomer there is no reason to show bill at all

You forgot about the dlc for the last of us and which episode that is gonna go in

So, for 20 years no one took the time to cover up the grave?

Ellie should have met Bill. Now she doesn't have that shared experience with game Ellie.

Major major game spoilers at 8:04 in the video if you haven’t beat the game yet I suggest stop watching the video at that point

Great Lord... Season 7, Episode 3 of the Walking Dead is so great. Man. A quite desperate and hopefull episode. Tyranny. Oh Captain my Captain. I hope you have seen Babylon 5, one of the best TV Shows ever made.

I really enjoyed the episode, reminded me of UP and the parents in 28 days later. I did not play the last of us but knew Bill was alive because i watched some episode on youtube and seeing the change to Bill's ending did make me cry.

I think this episode highlights what I think is the major problem with the show, it's not even that the show is bad, or the story or characters are poorly written, but the entire episode, and every episode so far, had this very palpable, "you think this is important," tone and I can't take that anymore from what is basically a fucking zombie show based on a video game. This isn't Hemmingway, Mazin treating it that way is getting sillier each episode.

I fucking loved this episode. It's the best episode so far, imo. I got sad AF at the end.

Lol the one time they make some changes and people throw a massive tantrum. Its fine. If the changes work and don't hurt the overall story theres no issue

However if I were an honest and cynical man, I'd say the only reason this whole episode revloved around Bill and Frank's relationship exists despite having no impact on the overall story, is so Druckmann and Mazin can pander to the critics and to check off of boxes.

i am expecting an entire Ellie backstory episode that will just piss off the gamers

Really liked this episode personally

I feel like if the bill and frank story was it’s own film it would be regarded as a 10/10. I respect wanting to stay true to the game however I enjoy getting a new experience rather than just basically watching game cutscenes.

Aw thrifty you’re the 🐐

Speaking of gays are you planning any yellowjackets videos cause i just started jt and i am HOOKED. The lesbians have my whole heart, and the straights arent so bad either 😊

I think the people who criticize the trope of one episode characters before they die is extremely valid. Idk if more episodes would have changed anything but I just didn’t really care about Bill or Frank lol. I never played the game btw maybe that’s why.

This episode destroyed my emotional booty hole

Huge fan of the game and i can definitely separate both the show and the game and it works greatly. 🔥🔥🔥🔥🔥

Ron Swanson always did like his meat.

I think Henry survives..this season