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The Boys (Prime Video)
The Boys (Prime Video)


‘The Boys’ season 3 episode 1 ‘Payback’ recap/review

There was a lot that needed to happen for ‘The Boys’ to set up a third season with even higher stakes than before. Thankfully, ‘Payback’ was more than up to the task.

It’s been over a year and a half since The Boys‘ insane second season concluded. Since then, we’ve had a fun animated anthology series, a monthly “news” program, and a lot of time to chew on all the craziness that took place. Here’s where things left off in case you need a refresher:

  • Butcher was reunited with Becca (for a little while, at least).
  • Thanks to Starlight/Annie, Vought is finally exposed for doing experiments on children with Compound V to create supes. As expected, the corporation is able to PR its way out of any meaningful fallout.
  • Vought has also been experimenting with Compound V on adults at a facility called Sage Grove Center. An extremely powerful and mentally unstable supe named Cindy escaped. Her whereabouts are currently unknown.
  • At a Congressional hearing that would have potentially taken Vought down, people’s heads start exploding. This convinces the U.S. government to contract Vought to produce an adult-safe Compound V, which will in turn help them create super soldiers.
The Boys (Amazon Prime)

The Boys (Amazon Prime)

  • Stormfront was revealed to be a Nazi. As expected, Vought is able to PR their way out of any meaningful fallout.
  • Stormfront was taken down by Ryan, Becca’s son (who she had after being raped by Homelander). Unfortunately, this happened during an uncontrolled use of the boy’s powers, which resulted in Becca’s death.
  • Stormfront is maimed and badly burned, but still alive. She is currently being held by Vought in an undisclosed location.
  • With Becca’s dying breath, she begs Butcher to watch over her son and make sure he doesn’t turn out like his father.
  • Homelander is about to kill Butcher, but is stopped by Maeve, who has a video of him leaving the passengers of Transoceanic Flight 37 to die. She warns her teammate that if he doesn’t stop hunting Starlight and harassing her and Elena, she’ll release it to the public. Homelander threatens to destroy everyone she knows, but Maeve counters that she doesn’t care as long as everyone gets to learn what a truly vile person he is…and that no one ever loves him again.
  • That last part convinces Homelander to also let Butcher and Ryan go.
  • Butcher sends Ryan to live with Colonel Grace Mallory under CIA protection, allowing him to remain safe from Homelander and Vought.
The Boys (Amazon Prime)

The Boys (Amazon Prime)

  • Mallory is once again put in charge of the government’s off-the-books anti-supe team.
  • After being wanted for most of season 2, all of The Boys are cleared. Hughie and Annie also rekindle their romance.
  • A-Train is put back on The Seven thanks to some help from Alastair Adna and the Church of the Collective. The Deep, however, gets left out of the deal, causing him to leave the church.
  • After Alastair’s head explodes, we learn that it’s do-gooder Congresswoman Victoria Neuman who’s been combusting craniums this whole time.
The Boys (Amazon Prime)

The Boys (Amazon Prime)

  • This makes it all types of unsettling when Hughie starts working for Neuman at the Federal Burea of Superhuman Affairs.
  • After everything that went down with Stormfront and being betrayed by Maeve, Homelander is a hair’s breadth from completely snapping.

Got all of that? If so, then let’s dive into Season 3.

As always, the recap portion of this review will contain plenty of spoilers. The sequence of events has also been streamlined a bit for the sake of clarity.

Pest Control

The Boys (Prime Video)

The Boys (Prime Video)

The episode opens with a movie (Dawn of the 7) featuring Homelander, Maeve, Starlight, Black Noir, and A-Train facing off against Stormfront, who’s played by Charlize Theron (seriously). As the movie premiere audience delights in what’s taking place on screen, Stan Edgar watches a stone-faced Homelander and grows concerned.

After the movie, Homelander struggles to stay engaged for the photographers on the red carpet. Things become even more tense when Annie shows up with Hughie. From there, the awkward PR moments just keep coming:

  • Edgar and Neuman do a joint statement to the press about the U.S. government and Vought working together to make sure there’s oversight and accountability with the creation of superheroes.
  • A-Train struggles to explain to a reporter why he hasn’t done a race in over a year.
  • Homelander gives the same canned, PR-friendly answer to multiple reporters asking how he could be in a relationship with a Nazi and not realize it.

While all this is going on, Hughie notices someone in the crowd calling out to Neuman, but referring to her as Nadia.

The Boys (Prime Video)

The Boys (Prime Video)

Later, Hughie goes to the bathroom and is surprised by Butcher, who needs him to give the greenlight on ambushing a supe (Termite) he and his team have been tracking for the last month. Hughie agrees, but on the condition that Butcher & Co. only take compromising photos/video — no bloodshed or violence.

That night, Frenchie and Kimiko attend a drug-fueled afterparty. Kimiko sees a woman named Tyler playing the piano and fantasizes about singing along with her. In reality, she quickly retreats after Tyler says hello to her.

Meanwhile, Frenchie’s quest to obtain a compromising video of their target results in him finding Termite right after he’s killed his lover in a gruesome sex accident. After seeing Frenchie, Termite shrinks down and attempts to take him out. Kimiko tries to assist, but they both end up getting their asses kicked.

Just when it appears that Frenchie is going to be killed, Butcher catches Termite in a bag of cocaine. He dumps the supe out and is about to smash him, but restrains himself before ordering they call in the Federal Burea of Superhuman Affairs (FBSA) — much to Frenchie and Kimiko’s surprise.

How It Could Be

The Boys (Prime Video)

The Boys (Prime Video)

The next day, Hughie and Annie wake up and enjoy the morning together. Despite learning that Hughie’s dad gave his number to a fan of Starlight, the pair’s joy romantically-fueled joy keeps them both in a good mood.

Hughie arrives to work at the FBSA, where he’s both respected and revered. During lunch that afternoon with Neuman, he engages in a friendly argument over whether or not Butcher is worth all the trouble he causes. Hughie thinks he is, but Neuman thinks a man like him isn’t needed for the relatively peaceful times they’re living in.

Later, Hughie sees the same man who was calling Neuman “Nadia” the night before in the FBSA lobby. When he attempts to correct him on her name, the man claims that they are best friends. Before Hughie can ask any more questions, a security guard comes to remove him from the premises.

As he’s being walked out the door, the man tells Hughie his name is Tony and that Neuman/Nadia will remember him.

The Boys (Prime Video)

The Boys (Prime Video)

Elsewhere, Butcher enters the highly secured and remote home of Colonel Mallory to visit Ryan, who’s all types of happy to see him. As the two bond over a game of Connect 4, the boy tells him that he’s been having nightmares about Homelander killing him. Butcher assures Ryan that one day he’ll be strong enough to defend himself if his biological father ever comes after him. Until then, however, he’s safe living where he is.

*Side Note: It’s weird seeing Butcher be so paternal, but also really sweet.

As Butcher gets ready to depart, Mallory suggests he consider staying to be with Ryan. Butcher replies that he’d only mess the poor kid up. Mallory counters that his recent lack of substance abuse and supe murdering indicates he might be getting his life together — especially since it’s clear he’s doing it for Ryan. That alone makes him a better man than his father ever was.

Butcher rejects the offer, but is clearly affected by what Mallory said to him.

Behind the Veil

The Boys (Prime Video)

The Boys (Prime Video)

Homelander is about to do an interview with Cameron Cameron when he’s intercepted by the Deep. Ashley Barrett nervously watches as he brags about the book he and his wife are promoting, which details their “escape” from the Church of the Collective.

When the Deep asks if his old teammate might know a way to get him back into The Seven, Homelander’s only concern is learning how he got the interview spot before him. The perceived slight looks like it’s going to make Homelander boil over, but the Deep manages to diffuse things with some profuse flattery.

Homelander then goes into his interview, where he’s once again forced to answer questions about falling in love with a Nazi.

The Boys (Prime Video)

The Boys (Prime Video)

Meanwhile, Mother’s Milk helps celebrate his daughter Janine’s birthday with his wife Monique. Things seem great between them until it’s revealed that they’re actually just doing a great job of co-parenting. In reality, MM and Monique are separated and she’s in a new relationship with someone else (Todd).

Later, MM assures Monique that he’s completely out of the supe hunting game. He then proceeds to ask her on a date under the guise of discussing “co-parenting things.” Monique quickly sniffs out his true intentions when he suggests meeting where they had their first date. She also tells MM that he needs to move on.

That emotional punch to the gut is exacerbated when Todd comes downstairs dressed as Homelander to sing Happy Birthday to his daughter.

Sharp Gears

The Boys (Prime Video)

The Boys (Prime Video)

Over at Vought Tower, Unites States Secretary of Defense Bob Singer (who’s also running for president) meets with Stan Edgar to discuss V-24, a temporary version of Compound V that gives the user powers for 24 hours. Despite the drug still being in the experimental stages, Edgar suggests it would be a great asset to the military. Singer counters that at $2 million a dose, it isn’t worth the risk — especially since having supes in the military has already proven to be a disaster.

Singer then brings up an incident with Black Noir in Lagos that should have resulted in him being charged with war crimes. Upon hearing this, Edgar closes off his office and admits that Singer is correct. The way they’ve elevated superheroes into gods has ruined much of the good that creating super-soldiers could do. Edgar also states that he plans to get out of the superhero business in the next five years — he wants to run a serious company, not a daycare for adults.

Thankfully, V-24 bypasses all that by only making its subjects super for 24-hours instead of their entire lives.

Singer reminds Edgar that when the public hears anything related to Compound V, they associate it with Nazis thanks to Stormfront. He says there’s no way it could fly in Congress now, but Edgar assures him that he still has a few strings he could pull.

The Boys (Prime Video)

The Boys (Prime Video)

Over at the FBSA, Neuman informs Hughie that Termite won’t be getting charged with any crimes thanks to a huge endorsement deal Vought helped him sign with Terminex. Hughie is furious, but she lost a lot of leverage when Butcher & Co. dumped the little guy in a comparatively giant bag of cocaine. In exchange for letting him go, the FBSA will be able to prosecute three supes who aren’t big names, but definitely scum that need to be locked up.

Hughie is disappointed, but Neuman reminds him that supe-related collateral damage for the year is down 60% — and they did it the right way.

When Hugie meets with Butcher, he’s not nearly as sanguine about their target getting let off the hook. As Kimiko annoyingly tries to learn the song she heard Tyler playing on the piano (“Dream a Little Dream of Me“), Butcher launches into a tirade about how putting away a parade of B-list supes doesn’t mean they’re winning. The big leaguers still have all the money, all the power, and want them dead.

As the two get more heated with each other, Hughie finally comes out and states his belief that Butcher is mad at him and MM for leaving the team. Butcher coldly responds that MM was a loss, but Hughie wasn’t. Instead of getting angrier, Hughie tells him that he should try to be happy — it’s what his wife would have wanted.

Butcher looks like he’s about to go off on Hughie, but yells at Kimiko instead for how terrible she sounds on the piano. As Hughie leaves, he assures her that she’s getting the hang of it.

Later, Butcher goes home, watches the tape of Homelander allowing a plane full of people to die, and seethes.

Shifting Dynamics

The Boys (Prime Video)

The Boys (Prime Video)

Edgar calls Starlight and Homelander into a meeting to discuss rebuilding Vought’s image. His solution is to have Starlight, whose approval numbers are through the roof, become co-captain of the team with Homelander, whose approval rating is down double digits.

As you might imagine, Homelander does not take the news well.

When Starlight attempts to reject the offer, Edgar sends Homelander out of the room to discuss it with her (which only makes him angrier). Once he’s gone, the Vought CEO assures her that he can control Homelander no matter how pissy he gets. Edgar also offers Starlight the chance to reshape The Seven and how the team operates — real power that goes well beyond any superhuman abilities.

This isn’t enough to make Starlight say yes, but it does get her to consider the offer.

The Boys (Prime Video)

The Boys (Prime Video)

Later, we’re treated to a bit of the Deep’s interview with Cameron Coleman before it’s interrupted by a commercial for American Hero. The reality show is set up to select two supes to fill the vacant spots in The Seven. Turns out that Starlight is the one who will be making the final call…and one of the contestants (Supersonic) is her ex-boyfriend.

Backstage, Hughie sees Starlight and Supersonic running lines (because reality shows are fake even on a fictional series) and decides to walk over. Supersonic is incredibly friendly, but the great chemistry he still has with Starlight makes Hughie uncomfortably jealous.

When the couple leaves to go to her trailer, Starlight assures Hughie that he has nothing to worry about. She then tells him about Edgar offering to make her co-captain of The Seven. Hughie is understandably skeptical, but she thinks this might be the best way to make some meaningful changes. Hughie counters that she might do that by placing her ex-boyfriend on the team, which goes over about as well as you’d expect.

Unlikely Duos

The Boys (Prime Video)

The Boys (Prime Video)

After accepting Edgar’s offer, Starlight takes some publicity photos with Homelander — an experience that pushes him even closer to his breaking point.

While he’s storming through the halls of Vought Tower, Homelander sees A-Train drinking a shake and berates him for gaining weight. As he’s walking away, A-Train whispers “f*** you, man.” This results in Homelander walking over, grabbing him by the neck, and forcing an apology from his teammate under the threat of getting lasered to death.

Maeve watches this happen and texts someone saying that they need to meet.

The Boys (Prime Video)

The Boys (Prime Video)

Later, Homelander goes to visit Stormfront (!) in her hospital room within Vought Tower. The maimed supe is nearly unrecognizable, but still has the presence of mind to watch news reports of Neo-Nazis rallying in support of her. She’s also clearly still in love with Homelander, who at the very least feels a nostalgic affection for her.

As he complains about everything he’s going through (despite having done “nothing wrong”), Stormfront unironically states that no one suffers like he does. When she offers to give him a handjob, Homelander initially accepts, but loses interest when she begins talking about him leading an army of Aryan super soldiers to establish a master race.

He tells his former lover to rest and leaves, ignoring her desperate cries for him to remain by her side.

The Boys (Prime Video)

The Boys (Prime Video)

That evening, Maeve goes to see the person she was texting, who turns out to be Butcher. She shows him a report on a dead supe named Soldier Boy, who was allegedly killed by a weapon so powerful it could potentially take out Homelander, as well.

The first order of business will be determining if the weapon is even real. If anyone is going to know how Soldier Boy actually died, it’s going to be his ex-girlfriend (Crimson Countess) and his former sidekick (Gunpowder), both of whom served with him on a team called Payback.

Before she leaves, Maeve gives Butcher three doses of V-24. He’s predictably disgusted at the thought of turning himself into a supe, but Maeve says he’ll need it if he’s going to take on Payback. This is also their best shot at killing Homelander, so they need every advantage they can get.

The Boys (Prime Video)

The Boys (Prime Video)

That night at his home, Butcher is about to pour the V-24 down the sink when he gets an unexpected visit from Homelander. He asks for the location of his son, but Butcher refuses to tell him.

After a bit of verbal sparring, Homelander opens up about his anger over being treated like an obsolete relic by the people in charge — something Butcher finds a surprising bit of common ground on with his enemy. Homelander then suggests that they share a different destiny than what everyone expects for them; one that ends in blood and destruction with only one of them remaining. Butcher agrees and says he looks forward to it before glancing at the cookie jar where he hid the V-24.

When he looks back, Homelander is gone.

The Boys (Prime Video)

The Boys (Prime Video)

While this is all going on, MM (who has Janine for the evening) puts his daughter to bed before going into a closet filled with clippings and information about supes. He fights against falling back into the supe hunting game, but it’s clearly too much for him to resist — especially now that his wife has moved on from the love they used to share.

Meanwhile, Hughie is leaving work at the FBSA when he hears Tony calling out to Neuman (and referring to her as Nadia). Hughie initially follows his boss to try and warn her, but ends up witnessing a meeting that flips his world upside down.

Turns out that Neuman was best friends with Tony, who she asks not to call her Nadia anymore. He then begs her to tell everyone about something called Red River so people will know what happened to him. She agrees and the two embrace, but the sweet moment is cut short when Tony notices that his nose has started to bleed.

Realizing that Nadia/Neuman was about to explode his head, he uses a kinetic push to throw her to the ground. A violent fight ensues, but Neuman is able to look at Tony long enough to blow up most of his face. As he struggles to breathe through the gaping hole in his mouth and throat, Neuman tearfully asks why he had to come looking for her before blowing him up completely. She then calls someone, frantically tells them she’s in trouble, and asks for a team to come to her location before walking away.

As Neuman leaves, Hughie realizes that the violent life he’s worked so hard to leave behind has found him again.

The Verdict

The Boys (Prime Video)

The Boys (Prime Video)

After how last season ended, setting the table for season 3 was a daunting task. Thankfully, “Payback” was more than up to the challenge.

There were a few things that deserved a bit more exploration — namely why Homelander still felt so attached to Stormfront. I get that he can become obsessive about the women he bonds with. That was made abundantly clear in season 2. What was also made clear is that Homelander has no problem abandoning an attachment when it does nothing for him.

In this case, Stormfront is literally a shell of her former self and the cause behind his colossal PR issues. The argument could be made that she was the closest thing he ever felt to being in love, but that was already explored (in a really gross way) via his relationship with Madelyn Stillwell.

Having Homelander still (kind of) in love with Stormfront definitely created a shocking moment. I’m just not sure it makes as much sense as the series’ writers wanted it to.

That said, Antony Starr does a phenomenal job portraying Homelander as he teeters on the edge of a complete breakdown. That’s juxtaposed brilliantly with Butcher’s quest to continue finding peace. While it may be against the character’s nature, Karl Urban makes him appear to be genuinely working on himself instead of simply fighting a tortured battle against his baser instincts.

In a similar vein, poor Hughie clawed his way to a happy life only to have everything come crashing back down. It’s the most obvious example of a theme that runs throughout the episode for all of the characters. Even Stanley Edgar (played brilliantly as always by Giancarlo Esposito) is desperate for a change. In the end, however, everyone is inextricably pulled to the darker nature — whether it’s for good or for evil.

The next episode sticks with this theme and injects it with the narrative equivalent of Compound V.

Next Episode: “The Only Man in the Sky”

The Boys (Prime Video)
‘The Boys’ season 3 episode 1 ‘Payback’ recap/review
'The Boys' season 3, episode 1 'Payback' recap/review
There was a lot that needed to happen for 'The Boys' to set up a third season with even higher stakes than before. Thankfully, 'Payback' was more than up to the task.
Reader Rating0 Votes
Even with all the moving parts, 'Payback' deftly sets the table for a potentially great third season.
Homelander and Butcher's stories are brilliant juxtaposed against each other.
Every primary character is fighting a battle with their core self.
Some of the plotlines from last year deserved a bit more explanation -- especially why Homelander would continue being so attached to Stormfront.

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