Stranger Things Season 3 Episode 5 Review: “The Flayed”

Stranger Things season 3 episode 5 review

A true crime horror movie.

“The Flayed” is an episode that plays out just like a true crime style story but one that also mixes in some classic horror movie tropes. This episode is able to convey that sense of anxiety that a true horror movie does as that’s usually way scarier than the actual gore. It conveys a sense of paranoia that was also reflected during this time period as Cold War tensions were rising.

This is my Stranger Things season 3 episode 5 review, and it’s an episode that is full of different nostalgia and references to the past. It’s starting to reveal more about what’s behind the Starcourt mall and things are starting to pick up with the Mind Flayer.

But if you’re new here, you’ll need to check out my reviews of the first 4 episodes from season 3.

What’s Really Down There?

We open with Erica, Steve, Dustin, and Robin at the bottom of a perilous elevator drop deep beneath the Starcourt mall. Like really deep, hundreds of feet into the earth.

Joyce and Hopper have been checking out the different properties that the Starcourt mall organization has been looking into for “expansion”. There’s not a lot that they’ve found until they get to Hess Farms.

In the basement, they find some sort of Russian set up with two scientists before the Terminator comes back to shoot it out with Hopper. Joyce, Hopper, and one of the Russians they call “Smirnov” escape while the Terminator stalks them.

Cue opening credits.

I was wondering if there was anything significant about calling this place Hess farms as one option might be related to the Hess Corporation which is a real-life energy company started back in 1919. 

The other possibility is Rudolph Hess who was a leading member of the Nazi party and an appointed deputy to Hitler. Hess actually went rogue and flew to Scotland during World War II to try to negotiate peace with the U.K. but was taken prisoner. So I’m not sure if any of this would be reflected in the show.

Are The Russians Everywhere?

Hopper, Joyce, and Smirnov are having to travel through the woods on foot after Hoppers car engine explodes and Lucas, Mike, and Will are trying to figure out how to stop the Mind Flayer. We see a shot of Lucas eating a box of classic “Cocoa Puffs” and if you want to read more about epic 80s cereals, check out my article all about them.

Back in the elevator, the four of them are able to escape out of it with a classic nod to Indiana Jones as Steve uses one of the canisters to stop the door from closing to the ground. Also, Dustin is wearing a “Roast Beef” t-shirt of some cows sunbathing.

The other kids, along with Nancy and Jonathan decide to see if they can track Mrs. Driscoll back to wherever she’s been connected to and they all jump into the family station wagon in a scene that looks right out of the A-Team. 

Joyce and Hopper along with their Russian tagalong have come across a 7-11 and we get our third product placement/appearance of New Coke which, in case you didn’t know, was an arrangement between Coca-Cola and the show to bring back the defunct product from 1985. You can read my article all about the train wreck that was New Coke

Hopper is able to commandeer a citizens car and the peel off to “Strike Zone” played by Lover Boy. The guy they took it off had a serious Miami Vice vibe to him too…

This Is Not The Same Monster

The kids are realizing that these new monsters require chemicals for some reason which was never the case when Will was possessed by them. This is a bit of a throwback to the movie “Heathers” which starred Winona Ryder who kills someone using chemicals. Plus having a character named Heather shows the significance of this movie to the show. 

Hopper and Joyce have brought their Russian counterpart to Murray Bauman the private investigator who we met in season 2. Joyce has really taken command of most situations which seems like an evolution in her character. Where she was the panicked, out-of-control person before, she now seems more level headed and focused. 

This scene is interesting because underneath it plays the song “Boogie Man” by Sid Phillips and his Melodians. So who is the boogie man here? Is it the Russian as we assume, or is it Murray maybe??

Steve, Erica, Dustin, and Robin have made it through the labyrinth underground corridors and are seeing a ton of activity going on. They are able to get into a room that is some sort of control center where Steve takes out the guard in a scene that is a million percent modeled after Han Solo taking out the guards in the Death Star control room. It honestly looks like the exact set.

They’ve also been discussing promethium which is an element that has the symbol Pm. This is a real-life thing that glows green, so that explains what’s in those canisters. Again in real life, promethium can be used in nuclear batteries for guided missiles as it’s basically an energy source. 

What it’s being used for, deep beneath the Starcourt mall, is an energy source for that giant laser we saw in Russia at the start of episode 1. They’ve either brought it over – or built a new one – and are attempting to cut into the Upside Down. It looks like the Upside Down exists in various places around the world.

I still think it looks like the giant laser they used in the Howard the Duck movie to open up other dimensions…

There’s Nothing Scarier Than An Abandoned Hospital

The kids are trying to see Mrs. Driscoll but all hell is about to break loose. Before that, however, we see Mike and Lucas trying to get something from a vending machine and we see some classic packaging on Skittles, Reese’s Pieces, and Snickers. 

We also see a specially branded Kit-Kat that promoted a $150,000 dollar giveaway. This was a real thing that happened in 1985 where you would try to find stickers in the packaging with the top prize being $25,000 which they called “Kit Kat Kash”. Whoops, I assume whoever was in charge of the name was fired. 

So now Nancy and Jonathan get chased – horror movie style – through the hospital by Bruce and Ted. This features probably the worse line of the entire series when Nancy answers “Pollo” before taking out Bruce.

We then see that both characters are feeling the same pain even though one is being hit. The two of them then melt into a goo that forms together reminiscent of “The Blob”. We then see it formed into the monster in the shot that appears at the end of the first trailer.

So it looks like different infected people can mesh together to form this monster at any time? Is the Mind Flayer overseeing this? And is there just one monster or can there be multiple ones?

Final Thoughts On “The Flayed”

A good episode but not my favorite so far. I’ll never discredit any Stranger Things episode because everything they have done is amazing and I – like everyone I hope – is so appreciative to have a show like this. 

One issue I had – that I noticed in the second season – is there’s not as much use of the original score created by Kyle Dixon and Michael Stein. It’s obviously still there but in this episode, I didn’t seem to notice it as much. I love the inclusion of songs from that time era but the original music they have created is so amazing and epic – I’d just like to hear more of it.

In this Stranger Things season 3 episode 4 review we’re starting to connect more pieces of the puzzle together. We are seeing how the infected “zombies” of Hawkins are really functioning and we really know what’s going on with the Starcourt mall.

But how will this all tie together….?

I give “The Flayed” a B-


  1. By far the absolute worst episode. With a show like this you have to suspend disbelief to enjoy it. That means it has to be acted and scripted in a way that ALLOWS you to suspend disbelief. The first two seasons were successful on that front. Another world on the other side is fascinating.

    Season 3 was interesting up to this episode, though not as well written as the first two seasons. However, this Episode 5 was so dumb, so ridiculous, and so poorly written, edited, and directed (note it was NOT written and directed by the Duffer Bros) my wife and I spent half the show laughing and pointing out how idiotic it was.

    How would the Russians construct a gigantic facility in a small town and no one notice?

    How did the giant modern mall get there in six months (and of course, a small town could not support even three of those stores). They could not come up with a better plot line? Geez…

    The most laughable scene was the elevator into the Russian lab. Four kids are going to get down there, move at will all over the place, not be spotted in perhaps what has to be the most top secret Russian lab in the world, dodge past guards, and pretty boy who can’t win a fight against a teenage boy is going to suddenly become James Bond?

    A poorly written “goonies goes sci-fi” episode.

    It was impossible to suspend disbelief, and when that happens, the Emperor suddenly has no clothes–and the ridiculousness of the entire plot is suddenly manifest.

    We will watch the last three episodes, but the magic and mystery and fright are, sadly, gone.

    1. I felt this was a very Goonies-ish type episode too with a lot of War Games thrown in with that 80s “evil Russian” premise. I’m not sure if this episode was to change up the pacing and direction leading into the final 3 episodes or not? I think with a massively higher budget they are able to take some more liberties and let the scope of their created world take over – so the writing can back off a little.

      In the first season – with a minimal budget – the writing had to be flawless or everything would have collapsed. I think they feel they have a little more leeway now.

      Thanks for checking this out though!

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