Television usually plays it safe with adaptations. You take the source material, you trim the fat, and you deliver exactly what the fans expect. Then "Long, Long Time" happened. When The Last of Us episode 3 aired on HBO, it didn't just deviate from the Naughty Dog game; it basically rewrote the DNA of how we view survival in a post-apocalyptic world. Honestly, it's one of the few times a "filler" episode—if you can even call it that—felt more essential than the main plot.
Most people went into this episode expecting a grumpy Nick Offerman to yell at Joel while setting up nail bombs. Instead, we got a twenty-year spanning romance. It was jarring. It was beautiful. And for some, it was a massive point of contention. But if you're looking at the narrative structure of the series, this wasn't just a detour. It was the heart of the whole show.
What Really Happened with Bill and Frank
In the original 2013 game, Bill is a paranoid, bitter survivalist who lives alone. Frank is already dead by the time you meet him—having hanged himself after being bitten and leaving a scathing note about how much he hated Bill. It's bleak. It’s the standard "tough guy survives because he loves nobody" trope.
Showrunner Craig Mazin and game creator Neil Druckmann flipped that.
They kept Bill’s survivalist roots—the basement bunkers, the CCTV, the fine wine—but they introduced Frank as a literal accident. Frank falls into one of Bill’s pits. Instead of a bullet, Bill gives him a shower and a meal of rabbit and Beaujolais. From there, we see two decades of a life lived, not just a life survived. They argue about painting the boutique. They plant strawberries. They grow old while the world outside rots.
It’s a stark contrast. Usually, in The Last of Us, the world takes. In episode 3, Bill and Frank take something back.
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The strawberry scene and the reality of aging
There’s this specific moment involving a pack of strawberry seeds Frank traded a gun for. Bill tastes one and just starts laughing. It’s such a human reaction to a luxury that shouldn't exist anymore. This wasn't just "prepper porn" or showing off Bill’s traps. It showed that Frank gave Bill a reason to actually keep the traps working.
Without Frank, Bill is just a guy in a hole. With Frank, he’s a protector.
Why The Last of Us Episode 3 Still Matters Years Later
A lot of the initial discourse around this episode focused on the "distraction" from Joel and Ellie’s journey. Critics—and a very loud subset of the internet—argued that taking an hour-plus break from the main quest slowed the momentum. They're wrong.
Basically, the show needed this.
By the time we hit the third episode, we’ve seen Tess die. We’ve seen Sarah die. We know the world is a nightmare. If the show was just eighty minutes of Joel being grumpy in the woods, it would have become "The Walking Dead" style misery-porn very quickly. The Last of Us episode 3 serves as a counter-argument to the idea that the apocalypse equals the end of beauty.
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- It provides the blueprint for Joel’s character arc.
- It establishes that "protection" is a form of love, which foreshadows the series finale.
- It uses music—specifically Linda Ronstadt’s "Long, Long Time"—as a narrative bridge across time.
Bill’s final letter to Joel is the most important piece of writing in the first season. He tells Joel that men like them have a job: to protect the one person worth saving. He wasn't talking about the world. He was talking about Ellie.
Technical Mastery: How They Pulled It Off
Peter Hoar, the director, did something incredible with the lighting in this episode. You notice how Bill’s town starts off cold and grey? As Frank settles in, the colors get warmer. The garden grows. The house looks lived-in. It’s subtle, but it sells the passage of time better than any "5 Years Later" title card ever could.
Nick Offerman’s performance was a revelation for anyone who only knew him as Ron Swanson. He played Bill with this crushing vulnerability. When he sits at the piano, his hands are shaking. That’s not a survivalist; that’s a man who hasn't felt a heartbeat next to his in years. Murray Bartlett (Frank) played the perfect foil—vibrant, a little manipulative in a sweet way, and stubbornly hopeful.
The ending that broke the internet
The choice to have Bill and Frank die together on their own terms was a massive departure. In the game, Frank leaves. In the show, they stay. This "peaceful" ending is a rarity in the genre. They weren't torn apart by Clickers or shot by FEDRA. They just got old. In a world where a fungus turns your brain into mush, dying of old age in your own bed is the ultimate victory.
Common Misconceptions About the "Filler" Label
You’ll hear people call this "filler" because it doesn't move Joel from Point A to Point B geographically. That’s a shallow way to watch prestige TV.
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If you skip episode 3, you lose the emotional context for Joel’s decision-making later. You don't understand why he takes the letter so seriously. You don't see the mirror image of what he could have had with Tess. It’s a thematic anchor. Without this episode, the show is just a horror-action flick. With it, it becomes a study on human connection.
Also, let’s talk about the truck. Bill’s town provided the vehicle Joel and Ellie needed. From a purely mechanical plot perspective, it served its purpose. But the emotional "truck" was the letter. It drove Joel’s motivation for the rest of the season.
Impact on the Gaming Industry and TV Adaptations
Before this, game adaptations were mostly terrible. They tried to copy the "gameplay" feel. The Last of Us episode 3 proved that the best way to adapt a game is to capture its feeling, even if you change the facts.
Naughty Dog fans were split at first, but the consensus shifted. The episode won multiple Emmys, including Guest Actor for Nick Offerman. It set a new bar. Now, every time a studio announces a game-to-TV project, the question is: "Can they do an Episode 3?" Can they find a side character and make us care about them more than the protagonists for an hour?
What to watch for in your next rewatch
- The Window: Pay attention to the open window in the final shot. It’s a direct reference to the game’s main menu screen.
- The Wine: Bill serves the same wine in the final scene that he served in the first.
- The Clothing: Frank is wearing Bill’s clothes in the later years, showing their lives have fully merged.
Moving Forward: Actionable Insights for Fans
If you're revisiting the series or watching for the first time, don't rush through this one. It's easy to want to get back to the "action," but the action in this show is secondary to the stakes.
Take these steps to get the most out of the experience:
- Listen to the Lyrics: Go back and actually listen to "Long, Long Time" by Linda Ronstadt. The lyrics aren't just background noise; they are a literal map of Bill’s internal state.
- Compare the Letter: Read the text of Bill’s letter to Joel (you can find stills online). It’s a brutal, honest assessment of what it means to be a "protector" and sets up the moral ambiguity of the finale.
- Check the Timeline: Notice the dates on the CCTV footage. It tracks the collapse of society in the background while the foreground is focused on mundane things like painting a fence. It puts the "end of the world" into a terrifyingly relatable perspective.
The beauty of this episode is that it ends. It’s a closed loop. There’s no cliffhanger, no "to be continued" for Bill and Frank. They got their ending. In a series defined by loss, giving two characters a win—even a tragic one—was the bravest thing the writers could have done.