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Major spoilers will be present! Please read at your own discretion.


Stranger Things Wiki
Stranger Things Wiki

I'm really sorry about this, daddy. But it'll all be over soon. I promise.

–Heather to her father.

Heather Holloway was a recurring character, and later an antagonist, in the third season of Stranger Things. She was a lifeguard at the Hawkins Community Pool and a co-worker of Billy Hargrove.

During the summer of 1985, Heather became a member of the Flayed after being kidnapped by a possessed Billy. She helped Billy flay more people (including her parents) until her death at the hands of the Mind Flayer.



Heather Holloway was the daughter of Tom and Janet Holloway. Born in 1967, she was presumably raised in Hawkins, Indiana for most of her life. During the summer of 1985, Heather became a lifeguard at the Hawkins Community Pool where she became co-workers with Billy Hargrove.


At the Hawkins Community Pool, Karen Wheeler and her friends would eagerly wait for Heather's shift as lifeguard to be over, as after her came Billy, who was extremely attractive towards the women at the pool.

During one of her shifts, she finds Billy acting strange and goes to check on him. This proves to be a bad idea as Billy abducts her and brings her to the Mind Flayer, where she is converted into one of the Flayed. Her conversion is also heard by Eleven when she is spying on Billy, but she does not see Heather or the Mind Flayer.

Eleven uses her powers to track down Heather after they figure out she's missing, and find her in a tub of ice, with Heather popping out begging for help, jump scaring Eleven and then falling through the floor in the Void.

When Max and Eleven go to Heather's house, they find Billy with her parents Tom Holloway and Janet Holloway. Heather comes out of the kitchen offering Eleven and Max a cookie, which they refuse and then leave. Janet later doesn't feel so good, spills her wine, and goes to lie down, only to fall to the floor unconscious because of Billy and Heather poisoning the drinks. When Tom goes to check on her, Heather picks up an empty bottle and knocks him out with it. They then (as seen in a flashback) drag them to the garage, restrain them, and take them to the Mind Flayer, where they are then converted into the Flayed.

She is next seen tending to Billy's injuries after his fight with Eleven, with Billy commenting on how Eleven, Max, Mike, Will, and Lucas know that he's Flayed. Heather responds that they don't know about the rest of us, with the shot panning out to show more members of the Flayed.

Later, the Party figures out that the Mind Flayer has control over more people (thus dubbing them as "Flayed"), realizing that Heather is amongst those people.

On July 4th, Heather and her mom are summoned by the Mind Flayer to Brimborn Steel Works where she is melted by the Mind Flayer and merging with it to make it stronger, along with her mom, Mrs. Driscoll, and the rest of the Flayed, thus killing her.


A year after Heather's death, she was one of the few people mentioned by Jason Carver during his speech before a basketball game at Hawkins High School. He listed her as one of the individuals killed in the fire of Starcourt Mall.


Heather is a sweet and sensitive neutral girl who hangs out with and works alongside Billy as a lifeguard at the Hawkins Community Pool. She seems to be both sympathetic towards and harbor some degree of feelings for Billy, prior to her abduction by him, as evidenced by both her flirtatious remarks towards him while walking past him during their shift switches, as well as her concern for his mental state while he was hallucinating due to his implantation by the Mind Flayer.

After her abduction by Billy and conversion into one of the Flayed, Billy and Heather seemed to begin a romantic relationship, though this was likely a sham for the sake of the Hive Mind. Meanwhile, her personality became very one note and almost like an exaggerated version of her prior personality. She quickly became completely subservient to the will of the Mind Flayer, leading to the development of sociopathic tendencies as evidenced by the remorseless assault, abduction, and conversion of her parents by herself and Billy.

By the end of her life, she became totally devoted to the cause of The Flayed, which ultimately led to her death.

Powers and Abilities

Heather gained these abilities after becoming the Flayed.

  • Hive Mind: After being possessed by the Mind Flayer, Heather is connected to it and the rest of the Flayed and can communicate with them in multiple ways.
  • Enhanced Strength: Much like Billy, Heather gained more strength once she became one of the Flayed, which made it easier to capture others to bring to the Mind Flayer. She was also able to effortlessly lift a wine bottle with her right hand and knock out her father with it. Heather also became slightly more muscular after getting flayed.
  • Enhanced Durability: Heather also gained more durability. We can see just how durable she might have been through Billy, as he also gained these abilities from the Mind Flayer and used them to escape the sauna and Eleven's grip.



Season Three appearances
Suzie, Do You Copy? The Mall Rats The Case of the Missing Lifeguard The Sauna Test
The Flayed E Pluribus Unum The Bite The Battle of Starcourt
Video Game Appearances
Stranger Things: Puzzle Tales

Family Tree

Unseen and Unnamed Character Family Tree icon.png
Janet Holloway
Unseen and Unnamed Character Family Tree icon.png
Tom Holloway
Heather Holloway

Memorable Quotes

Take me to him.

–Heather, in Billy's hallunicaton.

What's going on? I heard screaming.

–Heather to Billy before he captures her.

Behind the scenes

Her character was revealed in 2018 where Heather was described to be "a lifeguard at the community pool who becomes the centerpiece of a dark mystery."



  • The name 'Heather' originates from a plant having small scale-like leaves and purplish-pink flowers.
  • Heather is the first antagonist to let the people closest to her (her parents) be killed as she took them to the Mind Flayer to be possessed and later killed.
  • It's possible that Heather and Nancy Wheeler know each other as Nancy started working for her father in 1985 or they've known each other from Hawkins High School.
  • Heather is the second teenager to die; the first being Barbara Holland.
  • After "The Mall Rats," Heather began to wear a watch.
  • After getting flayed, many things changed in her appearance, unlike most of the Flayed.
    • By the end of the series, Heather’s head had grown larger.
    • She became more muscular, likely because of her gaining more strength.Like the rest of the flayed, Heather’s skin became sweaty and clammy.
    • She spoke in a slower and lower tone of voice.
    • Her larynx became more prominent.
    • The area around her eyes darkened.
    • Her shoulders also became broader by the end of the series.