This article is about the Mind Flayer's victims. For the episode, see The Flayed (episode).

The Flayed.

The Flayed were the various men, women and children of Hawkins who fell under the Mind Flayer's possession, as well as swarms of possessed rats and animals. The first person to be Flayed was Will Byers, in 1984, when visions brought him back to the Upside Down to eventually become possessed by the Mind Flayer. In 1985, the number of Flayed increased after the part of the Mind Flayer trapped in the human world awakened and possessed hundreds of rats, as well as Billy Hargrove. Billy began kidnapping residents of Hawkins and bringing them to the Brimborn Steel Works, where the Mind Flayer would possess them. Eventually, The Flayed were summoned by the Mind Flayer to the Steel Works where they were melted down into flesh and organic matter, congealing together to form a beastly new incarnation of the Mind Flayer himself.


Human Hosts

The Flayed were created via the infection of prospective hosts by the Mind Flayer using amorphous limb-like structures resembling the Vines, which were attached first to Billy Hargrove and then later to the other unconscious victims kidnapped and brought by him to the basement of the Steel Works. The infection of human victims caused by these appendages would place them under the Mind Flayer’s control.


The rats of Brimborn and Hawkins’ sewers, conversely, were very likely infected in a similar way to Will’s infection the year prior. Following an aerial view of the blackout in Hawkins due to the presumed drain on its power grid by the initiation of the Soviet Key being activated a descent into the basement of the Steel Works depicted the coalescence of the Mind Flayer’s amorphous smoke-like form, which had been dormant since its removal from Will in 1984. Moments prior to the taking of its form remnant pieces of iron ore and/or steel are seen vibrating, levitating, then being drawn into the coalescing Mind Flayer. The portion of the Mind Flayer that had been dormant ceased to be inert due to the Soviet facility in Hawkins’ successful opening of a Portal. Once the piece of the Mind Flayer was reawaken, it possessed the rats and had them consume chemicals before exploding into piles of organic matter to create a physical body for the Mind Flayer.


The Flayed possessed a Hive Mind, not unlike that of creatures like bees or ants, being controlled by the Mind Flayer and lead by Billy Hargrove, their primary host. The Flayed were known to display the same intense aversion to heat shared by both the Mind Flayer and everything else connected to its Hive Mind. When one Flayed gets hurt, all the Flayed feel the pain, which is perhaps one of its weaknesses.

When needed, the Mind Flayer could infuse the Flayed with supernatural strength that the average human does not possess. This change was signaled by the veins under their skin appearing black due to a tar-like substance coursing through their body. An infused Flayed additionally had an invulnerability to damage that would kill or seriously injure the average human, such as being thrown through a wall or intentionally hit by a speeding car.

Becoming a Flayed caused a radical dietary change in both the “diseased” rats and in humans, as the Mind Flayer forcibly overrode normal bodily wants and dietary palates in favor of the desire to consume chemicals, most often poisonous ones. This was first observed with the rats’ consumption of Doris Driscoll‘s fertilizer, and later shown to carry over to humans, as both the infected Driscoll herself and the infected Holloway family were shown to be consuming chemicals (Doris was eating her fertilizer and the Holloways were “guzzling” cleaning products). The members of the Party theorized that the cause of this chemical consumption, a behavior noted to have been absent from Will Byers during his possession by the Mind Flayer, was because of the now-isolated monster’s desire to induce some sort of a chemical reaction inside of its hosts in order to make a new substance. Another theory proposed, this time by the older teens, was that perhaps the reason the Flayed were capable of subsisting on poisonous chemicals was because they were only poisonous if the consumer in question was human. It is also highly likely that caustic reactions associated with this chemical consumption by the Flayed either caused or aided in their violent explosive transformations into the amorphous blobs of biomass which this portion of the Mind Flayer would use to create his new physical form.

The Flayed retained higher brain function, due to being possessed humans, but were not as resistant to the Mind Flayer’s control and influence as Will Byers was in 1984, being almost completely subservient to the Entity, with only an exaggerated version of their previous personality remaining. However, Billy Hargrove, at the very least, was noted to have an “activated” and “deactivated” state, which former host Will was able to feel due to his ability to sense the Mind Flayer’s presence, and to also be able to show a degree of restraint, as he warned Karen Wheeler to stay away from him and attempted to convince his stepsister Max to release him from the sauna and pleaded with her that he was being used, prior to being activated amidst this pleading and attacking her. The Flayed also developed an intense psychological attachment to the location of Brimborn Steel Works, the lair of the Mind Flayer, with Doris Driscoll showing symptoms of distress when separated from it for an extended period of time, and the infected hosts being shown to congregate there when not blending in with their previous normal lives.

List of Flayed

The Upside Down
Locations The Upside DownThe GateHawkinsHawkins National LaboratoryPublic LibraryPortalsHawkins Middle SchoolHawkins Tunnel System
Entities D'ArtagnanThe DemogorgonDemogorgon (species)The FlayedHospital MonsterThe Mind FlayerRussian DemogorgonThe Spider MonsterHawkins Tunnel SystemVines
The Flayed Billy HargroveHeather HollowayBruce LoweTom HollowayJanet HollowayDoris Driscoll
Visitors Joyce ByersWill ByersElevenSteve HarringtonDustin HendersonBarbara HollandJim HopperMax MayfieldBob NewbyShepardLucas SinclairMike WheelerNancy Wheeler
Miscellaneous Upside Down EggDungeons & DragonsThe VoidThe Keys
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