Butcher’s nightmare in The Boys season 3 explained

In episode 7 of The Boys, Butcher, Hughie Soldier Boy head out in search of Mindstorm who surprises them in the forest and sends Butcher’s consciousness into an endless nightmare in his mind.

Soldier Boy warns Butcher and Hughie that if they do come across Mindstorm, they have to avoid making eye contact with him or else they are done for. Unfortunately for Butcher, Mindstorm catches him by surprise and puts him to sleep.

Soldier Boy tells Hughie that Butcher is probably stuck in a nightmare filled with his worst memories and the only way he can get up is with Mindstorm’s help.

A troubled upbringing

Billy Butcher wakes up in a memory from when he was just a teenager living with his parents and younger brother, Lenny. He isn’t able to interact with anything, just forced to watch and relive the moments.

Butcher's nightmare in The Boys season 3 explained 1
Lenny tends to Billy after one of their father’s beatings

The first memory he goes through is when a young Billy takes a beating from his father while Lenny hid in the closet for safety. Everytime Butcher looked at Lenny, he was reminded of Hughie and everytime he looked at his father, he was reminded of himself.

Butcher has always had a soft side for Hughie because he cares for him just like he did for Lenny.

The next memory he visits is when young Billy was called into the principal’s office at school for selling drugs. The principal tries to reason with him but he snaps and attacks him. When Lenny runs in and tries to pull him back, he shoves him in retaliation.

Butcher's nightmare in The Boys season 3 explained 2
Billy hurts Lenny when he’s out of control

Once again, Butcher’s mind is drawn back to times when he’s given into his rage just like his father did and the time he punched Hughie in anger even though he didn’t really mean to.

Butcher’s father actually commends young Billy for hurting his principal and tells Lenny not to be a ‘poof’ all his life, ridiculing his passive nature. Butcher tries to speak to Lenny telling not to listen to his father or believe a word that he’s saying.

In the next memory, young Billy is running away from home while Lenny begs him to stay. His reasoning behind leaving and joining the army is because he can’t control himself anymore and might end up killing his father which won’t do Lenny and their mother any good.

Butcher's nightmare in The Boys season 3 explained 3
Butcher watches on with guilt as his younger self leaves to join the army

He hopes that since their father hates Billy the most, once he’s gone Lenny won’t be targeted as much. As he’s leaving, young Billy finds ends up getting annoyed at his brother’s pleas and repeats what his father had said before, not to be a poof all his life.

Then Butcher visualizes something he didn’t really witness, and this time the nightmare interacts with him. Lenny walks into the kitchen, fishes out their father’s gun from the cupboard and then blames Butcher for his fate and admonishes him.

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Butcher is forced to visualize his brother kill himself

He tells Butcher that everyone that’s ever loved him, dies because of his actions. He then proceeds to kill himself with the gun. Butcher carried a lot of guilt for leaving his brother and all of it manifested in this nightmare.

The comic parallel

Lenny’s death by suicide was a story created specifically for the series. However, his father was similarly abusive to him and Lenny in the comics, both physically and mentally.

Butcher's nightmare in The Boys season 3 explained 5
Billy strikes Lenny out of instinct

Butcher has the same affection for Hughie and considers him a little brother but in the comics, Lenny died after getting hit by a bus. While his death threw Butcher into despair, it didn’t have the same amount of guilt attached to it.


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