'Stranger Things' Season 3 Ending: "The Flayed" Was the Wrong Monster Name

"The Flayed" doesn't make any sense.

Dungeons & Dragons has invented a myriad of terrifying creatures in its 45-year history, yet the kids in Stranger Things couldn’t come up with a better name for people possessed by the Mind Flayer in Season 3 than “The Flayed.” Maybe it’s a reflection of how Will, Mike, Dustin, and Lucas abandon D&D at the end of Season 3 in a misplaced effort to grow up. Or maybe Stranger Things was never that authentic to begin with when representing D&D. One thing’s for sure: Season 3 should’ve used Intellect Devourers as a way to explain what happened to Billy, Heather, and dozens of other Hawkins residents.

Light spoilers ahead for Stranger Things Season 3.

The Flayed is consistent with the naming of the Shadow Monster as the Mind Flayer in Season 2, but in keeping with D&D canon, they should’ve been called “The Devoured.” There’s no such thing as “The Flayed” in D&D.

We grappled with a version of this theory ahead of Season 3’s release, how the relationship between Intellect Devourers and Mind Flayers could explain how the new monstrosity came into existence. Having seen all of Season 3, things are a bit more complicated than that.

Nihilor is a powerful Illithid that resides in the sewers of Waterdeep and works with a Beholder named Xanathar, and he keeps Intellect Devourers like pets.

Wizards of the Coast

In D&D canon, Mind Flayers create Intellect Devourers by performing a ritual on a brain that causes it to sprout bestial legs. Mind Flayers control Intellect Devourers and other creatures with their powerful psionic abilities in what’s essentially a hive mind situation. Mind Flayers — also known as Illithids — feast on the brains of sentient creatures, but they also use their psychic and psionic abilities to control intelligent beings.

Intellect Devourers feast on the memories and also the brains of sentient creatures as well, eventually replacing the host’s brain and using the body to lure more and more victims into the lair of the Mind Flayer.

That could also describe what happens to Billy in Stranger Things Season 3: Once he was possessed by the Mind Flayer, he functioned just like someone who had their brain replaced by an Intellect Devourer. He lured more and more people to the lair of the Mind Flayer — in this case Brimborn Steel Works — where they were forced into becoming a minion of the creature.

The Mind Flayer in its natural form inside the Upside Down in Season 2.


One key difference here, however, is that any creature who becomes infected by an Intellect Devourer literally has their brain devoured. The only way to restore their free will is with some high-level magic that restores their brain back into existence. In the Season 3 finale, Billy was able to regain control of his body long enough to sacrifice himself and save Eleven.

Stranger Things gets a lot of credit for making D&D look cool again, but hardcore fans of the tabletop game will recognize that even naming the Demogorgon in Season 1 doesn’t make a lot of sense. The Prince of Demons is not a flower-faced race from the Veil of Shadows. The single Demogorgon in D&D has two heads and tentacle arms, whereas there are many Demogorgons in the Upside Down. And as some have theorized on Reddit, the Mind Flayer in Stranger Things looks and behaves more like an Aboleth than a tentacle-faced, humanoid Illithid.

Neither creatures, however, transform their victims into puddles of flesh that could be used to build a remote body. That’s a fun new narrative choice for Stranger Things, but it doesn’t mean the Netflix series shouldn’t have stuck to the D&D naming conventions of its past two seasons. Especially when a great option like Intellect Devourers was right in front of the show’s creators all along.

The Mind Flayer's organic body created to combat Eleven in the real world.


Stranger Things Season 3 is now available to stream only on Netflix.

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