Hughie and Annie have sex at a hotel, unaware Butcher has followed them.
A depressed Deep finds his transfer dull and is sexually assaulted by a fangirl. Holding a meeting discussing Hughie killing Translucent, extorting Ezekiel, and A-Train killing Robin, Homelander accuses Starlight of co-conspiracy, but Maeve defends her.
When A-Train calls Hughie, claiming he is holding his dad hostage, the Boys deduce Mesmer betrayed them, for which Butcher later murders him. Hughie obtains Compound V to distract A-Train and allow Kimiko to cripple him.
Homelander asks Vought scientist Dr. Jonah Vogelbaum about Becca, who informs him she was pregnant with his child but claims both died, and Vought covered it up. Questioning the revelation's timing, Vogelbaum regrets raising him in a lab, calling Homelander his "greatest failure".
Butcher asks Raynor to protect Hughie and MM's families in exchange for evidence. As Raynor charges Stillwell and Vought, she learns of the superhuman terrorist "Naqib". Annie confronts Hughie, who explains Vought's use of Compound V before Butcher arrives to exfil him and shoots her.
Tropes for this episode include:
- Ain't Too Proud to Beg: Mesmer begs for his life. Butcher beats him to death anyway.
- Badass Longcoat: Butcher wears one into Central Park, explaining how he was able to sneak a giant BFG in with him.
- Berserk Button:
- Mesmer tries to bargain for his life by offering to help Butcher find his missing wife. Bad idea.
- Earlier, Hughie throws Butcher's obsession with getting revenge for Becca in his face by asking why (in reference to Robin) he should be loyal to the memory of a dead woman, instead of moving on as he did with Annie. Cue a Mass "Oh, Crap!" from everyone as Butcher turns to Hughie with a dangerous look in his eyes. Fortunately, events intervene before violence breaks out.
- Black Comedy: The Deep makes a connection with a lobster at the grocery store and buys his freedom. Then the clerk behind the counter stabs it in the head.
- Body Horror: The Deep has gills on his abdomen, and a Loony Fan uses them to cause him agony while she gets herself off.
- But for Me, It Was Tuesday: Downplayed; A-Train only remembers Hughie after Homelander shows him a photo of his Ordered Apology, but he then remembers Hughie getting in his face outside Popclaw's apartment. Homelander also remembers the man staring at him at the racetrack, and makes the connection to Billy and Rebecca Butcher from eight years ago.
- Call-Back: Starlight has her meeting with Hughie on the same bench where they met in the first episode.
- Camping a Crapper: Butcher corners Mesmer in a bathroom and kills him by pounding his head in against the washbasin.
- Cliffhanger: A terrorist with superpowers wipes out a SEAL team. Meanwhile Starlight confronts Hughie over her betrayal, gets shot by Butcher, and Hughie goes on the run.
- Come Alone:
- A-Train insists that Hughie come alone, uses his Super-Speed to confirm he is, then expresses disappointment that he didn't have a few cards up his sleeve. Turns out Hughie's ace was having Kimiko hide in the ceiling, then having her come out of hiding to break A-Train's leg with a pipe.Hughie: You know, you're right. It would have been stupid to come alone.
- Starlight insists that Hughie come alone and this time he plays it straight. Butcher however follows of his own accord and knocks down Starlight with a couple of .50 rounds (unfortunately, just as Hughie is telling her what Vought is up to) so Hughie can escape after Starlight tries to arrest him.
- A-Train insists that Hughie come alone, uses his Super-Speed to confirm he is, then expresses disappointment that he didn't have a few cards up his sleeve. Turns out Hughie's ace was having Kimiko hide in the ceiling, then having her come out of hiding to break A-Train's leg with a pipe.
- Conflicting Loyalties: The more involved Hughie gets with Annie, the less important seems his Roaring Rampage of Revenge or stopping Vought's Evil Plan.
- Conflict Killer: Things threaten to turn nasty between Hughie and Butcher when Hughie tries to resign from the Boys so he can live in peace with Annie. Then Hughie gets a call from his father, who is being held hostage by A-Train, and the others realize the Seven are onto them.
- The Dead Have NamesHughie: You know, this shit must be pretty good, if it's worth running through a human being for.
A-Train: Oh God, man, that was an accident! Where the fuck is the V?
Hughie: That accident had a name.
A-Train: And what about Popclaw? She had a name too! Charlotte! The only good thing in my life is gone now! What is this, I kill your girlfriend and you kill mine?
Hughie: I didn't kill your girlfriend.
A-Train: You used her! You put her in danger, and then you threw her out like she was fucking garbage! How does this not all start with you, Hughie? - Dispense with the Pleasantries: When Homelander turns up to visit, Dr. Vogelbaum tells him to drop the cat-and-mouse routine and ask the questions he wants answered. Which he does with Brutal Honesty.
- Double Standard: Abuse, Female on Male: A fan who wants to have sex with a 'freak' forces her hands into Deep's sensitive chest-gills while stimulating herself; it's portrayed as painful and humiliating rape (as he has a record of sexual assault), but still part of his Black Comedy Humiliation Conga (just compare with what happened to Becca).
- Evil Is Petty: It's implied that Homelander rapes Billy's wife after he makes some snarky comments about him, which Homelander would have picked up with his superhearing.
- Face-Revealing Turn: Clean-cut Butcher at the Vought Christmas party in happier times.
- Fantastic Racism: Homelander shouts at Starlight for helping these "mud people" attack the Seven, showing his bigotry towards anyone who is not a superhero.
- Faux Affably Evil: Homelander lets his amiable demeanour slip when he's getting angry at Starlight for allegedly helping these 'mud people' attack the Seven.
- Fetus Terrible: Homelander raping Becca created a fetus with superpowers who killed its own mother during birth. According to Dr. Vogelbaum, the baby then drowned in the blood spilled.
- Glowing Eyes of Doom: When Starlight stands up to argue with Homelander, he powers up his Eye Beams and orders her to sit down and keep her hands down by her sides.
- Going Cold Turkey: A-Train's elder brother tries to get him back in shape and off Compound V, saying that even if he's no longer as fast, at least he will still be alive. A-Train however thinks he's too old for this to work, enabling Hughie to bait him with getting his hands on more V.
- Happy Flashback: Billy and Becca at a Vought Christmas party eight years ago. Translucent is playing Santa, and Becca is handling Homelander's social media while he's busy Saving the World.
- History Repeats: Butcher was recruited just like Hughie was, by being approached after losing a loved one to a superhero and shown the CCTV evidence.
- Hit Stop: This effect is used when Butcher punches Mesmer in the face during their confrontation in the airport bathroom.
- Hope Spot: The Boys find evidence of Compound V and give it to their CIA contact Susan Raynor. Raynor tells Stillwell to pull the plan to make supers part of the military or they go public, Vought's seemingly ready to go down...and then word comes of a super-powered terrorist. Meaning the government will easily let Vought's bill go through as only the Seven can fight this threat, and the Boys are now being labeled fugitives.
- Humiliation Conga: The Deep finds himself assigned to Sandusky, Ohio, a place with virtually no serious crime to fight, he gets raped by a fan, and even his attempt to rescue a lobster goes wrong.
- Hypocrite: It is hard to buy A-Train's tirade on Hughie when you remember that right after killing Robin, he cruelly laughs about it with another guy. He also was juiced up on V, which was essentially steroids that are slowly killing him, and ran through her while trying to cover this up. Hughie is fighting to achieve justice against the cruelty of Vought.
- I Have a Family: Mesmer's Last Words are to remind Butcher that he has a daughter. He doesn't care.
- I Have Your Wife: A-Train holds Hughie's father hostage to force a confrontation with him, and Mother's Milk then scrambles to get his own family out of the house before the Seven turn up.
- Inadvertent Entrance Cue: While giving his What the Hell, Hero? speech to Hughie, A-Train asks, "So who's worse?" Kimiko appears and breaks his leg.
- I Need a Freaking Drink: Starlight and Maeve bond over cocktails.
- Internal Reveal: Starlight discovers that Hughie killed Translucent and was using her to get revenge. Hughie tells her about Compound V, but Butcher intervenes before he can explain in detail.
- Irony: A-Train searches Hughie's house and finds expensive A-Train merchandise that only a dedicated fan would buy.
- Just a Kid: Hughie's father argues this when A-Train turns up for revenge, unaware of his son's Character Development over the past season.
- Laser Sight: Used for the usual Five-Second Foreshadowing when Butcher is about to shoot Starlight.
- Living Lie Detector: Nope. Homelander thinks Starlight is lying because he can sense her elevated heart-rate with his powers, but in reality she's just scared of him.
- Loony Fan: Deep brings one home for a hookup, and it gets really dark as she rapes him.
- Love Is a Weakness: Maeve tells Starlight that the true Weaksauce Weakness of any supe is people, and the only way to make yourself truly invulnerable is to cut off all ties for their protection and yours.
- Meaningful Background Event: The ceiling hatch behind A-Train can be seen opening as Kimiko prepares to come out of hiding to break A-Train's leg.
- A Mind Is a Terrible Thing to Read: Mesmer discovers Butcher's rage over Becca as he's being punched. Butcher then deliberately places Mesmer's hands on his head so he can read Butcher's intention to murder him, just before pounding his skull in.
- My Greatest Failure: Dr. Vogelbaum, the scientist who created Homelander, is well aware of what a monster he is, and regrets not raising him in a loving family instead of a lab. When Homelander points out he's the world's greatest superhero, Vogelbaum replies that Homelander is his greatest failure.
- Never My Fault: A-Train accuses Hughie of killing Popclaw, to his confusion.
- Nice Job Breaking It, Hero: Billy's decision to refuse Raynor's help and give her evidence of Vought's wrongdoings just because she couldn't promise she could prosecute Homelander bites him in the ass now that the Boys have been compromised and need to hide. Mother's Milk calls him out on this.
- "Not So Different" Remark: During their confrontation, A-Train tells Hughie that they are much the same, except for Hughie getting Popclaw killed on purpose while he ran into Robin by accident.
- Not What It Looks Like: Played for drama when Homelander points out that everything went wrong after Starlight came on the team, and accuses her and Hughie of working together, having got rid of the Deep and allowed Hughie to gain access to Ezekiel. It's implied Homelander is about to kill her before Maeve calms him down by pointing out that Starlight was just being played, and promising to ride herd on her.
- Oblivious Guilt Slinging: Starlight's post-coitus concerns if she should be worried about Hughie finally spur him to quit the Boys, but it's too late.
- Oh, Crap!: Everyone freaks out when a bunch of government cars pull up; Billy just walks to the front door and greets Raynor.
- Ominous Walk: On seeing Butcher with an evil look on his face, Mesmer flees through the crowd while Butcher calmly walks after him, finding him hiding in the Mens toilet. Turns out he'd slipped a Tracking Device on Mesmer earlier.
- O.O.C. Is Serious Business:
- Even Hughie's father notices there is something wrong with A-Train, who is suffering from Compound V withdrawal.
- Homelander is bemused when Queen Maeve speaks up in Starlight's defense, pointing out that it's been a while since she's given a damn about...well, anybody.
- Pet the Dog
- Homelander genuinely compliments Black Noir for his good work, before berating the rest of the Seven.
- When Maeve speaks up in Starlight's defense, Homelander backs down, saying, "Don't say I never do things for you." Though it's also in his interest to keep Maeve loyal to him.
- Maeve intervenes to save Starlight from Homelander's wrath, and offers a sympathetic ear afterwards.
- When told his baby died in childbirth, Homelander shows a scrap of humanity by asking, "Was it a boy?"
- Poke in the Third Eye: Mesmer tries bargaining for his life when Butcher comes to kill him by promising to help find his missing wife. Butcher quietly helps him up and places both hands on his head. Suddenly, Mesmer sees something so horrible, he immediately starts begging for his life, before Butcher crushes his skull against a sink.
- Properly Paranoid: At the start of the episode, Butcher has Hughie under covert surveillance, watching his hotel trysts with Starlight. At the end, he follows Hughie to a meeting with Starlight and stops her from arresting him. He's also planted a Tracking Device on Mesmer.
- Reassigned to Antarctica: After the Deep gets in hot water for sexually assaulting Starlight, he gets reassigned to Sandusky, Ohio, a small town with no need for a super hero (particularly an ocean-centered one), where he can be quietly forgotten about.
- Red Eyes, Take Warning: When Annie tries to protest that she didn't help Hughie, Homelander powers up his Eye Beams to get her to sit back down.
- The Reveal: Rebecca Butcher worked for Vought, was raped by Homelander and had a Supe child despite him ostensibly being sterile. Vought forced her to sign a Non-Disclosure Agreement in exchange for medical care when she realised she had a Fetus Terrible, but she died on the birth table along with the baby when it tore its way out of her.
- Rewarded as a Traitor Deserves
- Starlight is nearly killed by Homelander who suspects her of engineering the removal of Deep and Translucent in a conspiracy with Hughie. Fortunately Maeve intervenes and talks him down.
- Mesmer attempts to trade information about The Boys to Homelander for a spot in Vought after they seek his help with Kimiko. Not only does he get nothing from Homelander but a stolen phone as a result, he's killed by Butcher not long after.
- Screaming Birth: Becca in Dr. Vogelbaum's unreliable flashback. Justified as the super-powered fetus is trying to burst out of her belly, allegedly leading to a Death by Childbirth.
- Sexual Karma: The sex scene between Annie and Hughie is sweet, gentle, passionate, and romantic. Compare that to how the Deep essentially suffers rape.
- Shoo Out the Clowns: Hughie's father is placed under CIA protection.
- Sickening "Crunch!": Kimiko breaks A-Train's leg with an iron pipe, giving him a compound fracture and the title of World's Slowest Man.
- So Happy Together: At the start of the episode, Hughie and Starlight make love in a hotel room. At the end of the episode, they're estranged and Hughie is on the run.
- Sudden Principled Stand: When Homelander is working himself up into a fury over Starlight dating Hughie, Queen Maeve gets up and tells Homelander to leave her alone. Homelander is surprised saying he could not remember the last time Maeve gave a shit about anyone. It's implied that both Starlight and her ex-girlfriend Elena have started Maeve feeling guilty about how far she's strayed from her ideals.
- Superheroes Wear Tights: Butcher wonders how Homelander can be comfortable walking around in his superhero outfit all day.
- Table Space: When Homelander calls in The Seven (or The Five, as he points out) for an ass-chewing, Black Noir (who's still in Homelander's good books) is seated on one side, while Maeve, A-Train and Starlight are on the other.
- Tastes Like Friendship: Frenchie is teaching Kimiko how to cook.
- This Is Unforgivable!: The reaction of Milk's wife on finding her husband is working with Butcher again.
- Thou Shalt Not Kill: Rather than let him be killed by the Seven, Starlight decides to hand Hughie over to the police for Translucent's death. Hughie is trying to explain that Vought will never let him live to stand trial when Butcher puts two bullets in her chest with an anti-materiel rifle and Hughie has to flee.
- Token Competent Minion: Homelander praises Noir for being the only member of The Seven who hasn't been incompetent or sloppy as of late.
- Unusually Uninteresting Sight: Averted; when Butcher starts shooting at Starlight with a BFG, everyone in the park reacts the way you would to a mad sniper and runs like hell. Though that still doesn't explain how he got the rifle into the park without being noticed.
- Visual Pun: Naqib wipes out the SEAL team by releasing an explosive burst of energy. He's a literal terrorist bomb.
- Wakeup Makeup: Starlight after sleeping with Hughie. Maybe it's super-makeup?
- What the Hell, Hero?:
- Both Butcher and Mother's Milk say that Hughie having sex with Starlight was a dumb thing to do.
- A-Train points out that he killed Robin by mistake, whereas everything Hughie did was on purpose, so which one of them is worse?
- Mother's Milk suspects Butcher was lying about Susan Raynor refusing to take on the Supes, and calls Butcher on risking his family's life. Fortunately Butcher swallows his pride and calls in the CIA. Unfortunately the delay is enough for Vought's supe-terrorist conspiracy to bear fruit.
- Why Don't You Just Shoot Him?: Seeing A-Train is Going Cold Turkey from Compound V withdrawal, Hughie gets him to release his father by promising to reveal where he hid their stash of V. This serves to delay A-Train long enough for Kimiko to sneak into the house.
- You Can Always Tell a Liar: Subverted; Homelander cites Starlight's accelerated heart rate as proof of her guilt, but she's just terrified as anyone would be with Homelander shouting in their face.
