When it comes to the best television show of the year, The Last of Us on HBO might be 2023’s early front runner, especially after Episode 3, “Long Long Time.” By turns haunting and beautiful, the character-driven episode is stellar — an instant classic in the pantheon of great TV. But, despite its seeming departure from the main storyline, “Long Long Time” is anything but a standalone episode. Instead, it underscores what this series does so well: it lets everything breathe — sit with us until we feel its particular weight.

Primarily, “Long Long Time” adds more texture to the characters of Bill (Nick Offerman, Devs) and Frank (Murray Bartlett, The White Lotus). However, Episode 3 serves many other compelling, practical, and artistic purposes, too. In multi-year increments, it smartly chronicles the 20 years that have passed since the night of the Outbreak. It illustrates yet another story of love, and of how we love under such brutal circumstances. And it reiterates that the Infected — no matter how impressively they’re rendered — aren’t the most gripping part of The Last of Us.

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The Last of Us: What Happens to Bill and Frank In the Game?

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To tell a compelling story, the show doesn’t need the Infected at all. Yes, the noise-sensitive Clickers were introduced expertly in Episode 2, but the fungi-riddled undead, and the pandemic that caused them, can serve as a more existential threat, too. The characters don’t need to face off against a horde every episode to keep the stakes high and the story engaging. And director Peter Hoar (It’s a Sin) and co-creators Craig Mazin (Chernobyl) and Neil Druckmann’s “Long Long Time” — which features just two rather impotent Infected — proves it.

Although both Bill and Frank are featured in the source material, as written by Druckmann, the latter is already dead by the time the player reaches Bill’s fortified town. And Bill, while a memorable and tragic figure, really exists in service of the gameplay. Much like in the show, the game’s Joel and Ellie are in need of resources and guidance, so, as Tess instructed, they head to Bill. A paranoid survivalist, Bill has set up a series of traps to keep intruders from entering his compound. As you might expect, the player navigates those perils, only to catch the attention of a horde of Infected.

While Bill saves Joel and Ellie, he keeps them at arm’s length, fearing they’ve been bitten. (Well, he isn’t entirely wrong in Ellie’s case, is he?) Joel doesn’t let on that Tess is dead, but Bill, who’s had a falling out with Frank, isn’t able to keep his cards all that close to his chest. The trio come across Frank’s body; after being bitten, Frank died by suicide. To Bill, this all reiterates the danger of getting too close to people, of loving in this harsh world.

For Joel and Ellie, Bill’s near-hostile paranoia and tragic circumstances actually serve to bring them closer together. Again, Bill isn’t the main character. Both story- and gameplay-wise, the game doesn’t need him to be, but the show wisely leverages its own medium to deepen our understanding of Bill and Frank.

What Happens in Episode 3 of The Last of Us?

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Snippets of Joel (Pedro Pascal) and Ellie’s (Bella Ramsey) journey flank the episode’s intimate portrait of Bill and Frank. The apparent set-up is simple: Joel and Ellie need a working vehicle for their journey West, to find both Joel’s brother and the enclave of Fireflies working on a cure. On their way to Bill and Frank’s — longtime allies who Tess (Anna Torv) and Joel met years ago — Ellie learns that FEDRA massacred innocent people to curb the amount of Infected in the world. Joel also explains the leading theory on how the mutated Cordyceps strain spread globally, blooming into the world-altering pandemic we know.

While looking for supplies in an abandoned Cumberland Farms, Ellie answers a question about post-apocalyptic life no show or movie has dared to tackle before: Yes, it is exciting to find a pack of tampons while scavenging for resources. Here, Ellie also encounters one of the episode’s few Infected. Pinned under rubble like an animal caught in a trap, the Infected snarls at Ellie, who draws a knife and, slowly, drags the tip across the Infected’s brow. It bleeds, but it doesn’t seem to feel pain; it looks human, but it’s been hijacked. Ellie stabs it through the brain, Resident Evil-style.

How Did HBO’s The Last of Us Change Bill and Frank’s Story?

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From there, viewers spend the bulk of the episode with Bill and Frank. Bill, a doomsday prepper of sorts, hides in a below-basement bunker while FEDRA agents sweep his town for survivors to cart off to the Boston Quarantine Zone (QZ). Set to the tunes of Fleetwood Mac and Cream, a few montages of Bill raiding Home Depot, tuning up his generator, and cooking full meals by lamplight play. He’s nothing if not prepared. It’s then that we see the episode’s second Infected: over dinner, Bill watches some security camera footage of one of his traps killing the Infected in question.

But then Bill’s world is upended when he finds a survivor, Frank, in one of the pits he dug to trap intruders. An ever-charming Bartlett as Frank explains that he was traveling in a group to the Boston QZ, but he’s the only one left, and he hasn’t eaten in two days. Bill is suspicious, of course, but, almost immediately, there’s something between them. The kind of dance two strangers do when they’re about to become important to one another, but don’t know how to start.

After a much-appreciated shower with running water, and a home-cooked lunch of rabbit paired expertly with Beaujolais — “I know I don’t look the type,” Bill says, holding the wine, but Frank insists he does — Frank gets up to leave. But he has one final request. Frank has been eyeing Bill’s antique piano all night and wants to play some music. After flipping through the sheet music stashed in the piano bench, Frank settles on a songbook of tunes by Linda Ronstadt.

When Frank plays (and sings) the song poorly, Bill nervously takes over. It’s a lonely song about heartbreak — Ronstadt’s “Long, Long Time” — and in the wake of the vulnerable moment, Frank asks Bill, “So, who’s the girl? The one you’re singing about.” Bill, unable to meet Frank’s eyes, says, “There is no girl.” Frank says, “I know,” and the two kiss. It’s a tender moment in that it’s raw and delicate. Bill hasn’t ever done this before, but he wants to — with Frank.

Three years pass by. Still practical to his core, Bill can’t understand why Frank wants to mow the lawn or paint the house. For Frank, it’s not all about being practical; there’s space for more, even in this kind of world. Later, we watch as Bill engages in a harrowing gunfight with would-be raiders. In the aftermath, he learns Frank will take care of him, too — even if he isn’t the survivalist. Later, Frank surprises Bill with a garden of strawberries. Frank traded Tess a gun for the seeds; Bill isn’t upset — even if we might expect him to be. He’s learned to be both tough and tender, and he’s giddy over the taste of the strawberries.

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In the couple’s final act, we’re back in the present. Frank is living with an unnamed condition, one that causes him a lot of pain, though he still finds the good in life with Bill. One morning, Frank tells Bill it’s his last day. When Bill expresses that he can’t oblige, Frank tells him: “Love me the way I want to be loved.” In a sweet montage, the two marry in fine suits, and enjoy a final meal. After they gulp down their glasses of wine, Bill reveals that he’s put “enough pills to kill a horse” not just in Frank’s glass, as per his husband’s request, but in the bottle.

Although Bill and Frank both die at the end of the episode, the show assures viewers that, “This isn't the tragic suicide at the end of the play.” Bill assures Frank, and the viewers, that he’s lived a full, happy life. It’s just time. The couple retain their agency, and subvert the tropes that often do such harm to queer characters and viewers. Bill and Frank have more than survived — they’ve lived. And, in this world, that’s a happy ending.

How Episode 3, “Long Long Time,” Proves The Last of Us Is A Modern Classic

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In the source material, gamers aren’t expressly told the nature of Bill and Frank’s relationship. Maybe they were partners. In many viewers’ headcanon, this will certainly be the case after watching Episode 3 of the HBO adaptation. Bill professes at one point that he wasn’t afraid, not until he met Frank. Only then did he really have something to lose. Against all odds, Bill and Frank find each other, and, in doing so, find purpose and happiness.

In a way, “Long Long Time” is something of a bottle episode. But this extreme close-up isn’t about saving costs or filling time. Instead, it’s about deepening the show’s world and its survivors. By using a story that’s so specific, the episode fills in the broader picture of the world The Last of Us intends to capture. Even in this unrelenting world, people have a chance at something good. Growing old isn’t a burden, but, as Frank suggests, evidence that they’re still alive, still together.

The Clickers in Episode 2 might’ve been terrifying in the way horror is traditionally thought of as terrifying. What’s so beautiful about Episode 3 of The Last of Us is that it doesn’t look to hide its genre or transcend it. Instead, the show embraces horror — in all its permutations. The fear of loss, or of loving someone and then feeling the pain of losing them, becomes just as searing as any bite from the Infected. Sure, The Last of Us does a superior job of bringing its monsters to life, but it also reminds us just how much story exists away from the action, too.

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