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Mother of God.

It's... it's polycarbonate. It can't get through.

Mother Mary and Joseph.

You sure about that glass?

What the hell?

- We're too late. - What?

We're too late!

What's going on?

We're under attack.

What's going on down there? Does anybody copy?

Hurry!

Stairs! Stairs!

We need to make Will sleep.

- What? - He's a spy. If he knows where we are,

- so does the shadow monster. - He's lying!

He killed those soldiers. He'll kill us, too!

He's lying! He's lying! He's lying! He's lying! He's lying!

Shit!

Those are gunshots!

He's lying! He's lying!

Okay, Will, Will, listen, listen. Do you know who I am?

Do you know who I am?

You're...

You're... You're Mom.

Hold him down.

No! No! Let go! No! No! Let me go! Let go!

- No, let me go! - I'm sorry.

- I'm sorry. I'm so sorry. - Let me go! Let go! Let me go!

No! Let go! Let me go! Let me go!

We gotta go. We gotta go.

Come on!

Oh, my God.

Oh, my God.

Hey, guys, we're home.

Guys?

Hello?

Max?

Billy?

Yeah, I'm a little bit busy in here, Susan.

Open the door. Right now.

What's wrong?

Why don't you tell us?

Because I don't know.

- We can't find Maxine. - And her window's open.

- Where is she? - I don't know.

You don't know?

Look, I'm sure she just, I don't know, went to the arcade or something.

I'm sure she's fine.

You were supposed to watch her.

I know, Dad. I was.

It's just you guys were three hours late, and, well, I have a date.

I'm sorry, okay?

That's why you've been staring at yourself in the mirror

like some faggot instead of watching your sister?

I have been looking after her all week, Dad. Okay?

She wants to run off, then that's her problem, all right?

She's 13 years old. She shouldn't need a full-time babysitter.

And she's not my sister!

What did we talk about?

What did we... talk about?

Respect and responsibility.

That is right.

Now, apologize to Susan.

I'm sorry, Susan.

It's okay, Neil, really...

No, it's not okay. Nothing about his behavior is okay.

But he's gonna make up for it.

He's gonna call whatever whore he's seeing tonight

and cancel their date.

And then he's gonna go find his sister.

Like the good, kind, respecting brother that he is.

Isn't that right, Billy?

Isn't that right?

Yes, sir.

I'm sorry, I couldn't hear you.

Yes, sir.

Find Max.

You're positive that was Dart?

Yes. He had the same exact yellow pattern on his butt.

- He was tiny two days ago. - Well, he's molted three times already.

- Malted? - Molted.

Shed his skin to make room for growth like hornworms.

- When's he gonna molt again? - It's gotta be soon.

When he does, he'll be fully grown, or close to it.

And so will his friends.

Yeah, and he's gonna eat a lot more than just cats.

Wait, a cat?

- Dart ate a cat? - No, what? No.

What are you talking about? He ate Mews.

Mews? Who's Mews?

- It's Dustin's cat. - Steve!

I knew it! You kept him!

No!

No.

No, I... No, I...

He missed me. He wanted to come home.

- Bullshit! - I didn't know he was a Demogorgon, okay?

- Oh, so now you admit it? - Guys, who cares? We have to go.

I care! You put the party in jeopardy! You broke the rule of law!

- So did you! - What?

You told a stranger the truth!

A stranger?

You wanted to tell her, too!

But I didn't, Lucas, okay?

I didn't tell her!

We both broke the rule of law, okay? So we're even. We're even.

No, no! We're not even. Don't even try that.

Your stupid pet could have ate us for dinner!

- That was not my fault! - Guys?

He wasn't gonna eat us.

He was crawling to come say hello?

Guys!

No, no, no. Hey, guys, why are you headed towards the sound?

Hello?

Hello?

I don't see him.

It's the lab.

They were going back home.

Look, this is us, and this is the nearest exit.

But even if we somehow make it there, there's no way out.

- What do you mean? - The locks are fail secure.

Fail secure?

If there's a power outage, the building goes on lockdown.

Can it be unlocked remotely?

With a computer, sure, but somebody's gotta reset the breakers.

- Where are the breakers? - Breakers are in the basement,

three floors down.

Hey, where are you going?

To reset the breakers.

Okay, then what?

- Then we get out of here. - No, then the power comes back on.

If you wanna unlock the doors, you have to reboot the computer system,

and then override the security codes with a manual input.

Fine, how do I do that?

You can't. Not unless you know BASIC.

I don't know what that means.

- It's a computer programming language. - Teach it to me.

Shall I teach you French while I'm at it, Jim?

How about a little German?

How about you, Doc? You speak BASIC?

No.

Okay, I got this.

I got this.

No. Bob.

It's okay.

It's gonna be okay. Remember, Bob Newby, superhero.

Okay, grab his walkie.

All right, you know how to use one of these?

No.

Safety on. Safety off. Point. Squeeze.

Point and squeeze. Okay. Easy-peasy.

If anything happens down there, I want you to come right back up.

Right back here. Listen.

Don't wait for me. As soon as I get those doors open...

- I'm gonna get them out. - Yeah?

I promise.

Okay, well... I'll be in touch.

Why are the lights off?

Maybe it's closed?

Security took the night off?

I don't think so.

It's not working?

No! The power's off.

- Jonathan? - What?

I think there's something in the woods.

Nancy, stay back.

Hello?

Who's there?

Who's there?

Steve?

- Nancy? - Jonathan.

What are you doing here?

What are you doing here?

We're looking for Mike and Will.

They're not in there, are they? - We're not sure.

Why?

Keep it together, Bob.

Oh, God.

Okay, here we go.

He made it.

- We haven't seen Will... - I haven't seen him since...

The power's back.

- Let me try. - Hang on...

Let me try, Jonathan!

Son of a bitch! You know what...

Okay, Bob, can you hear us?

Loud and clear, Doc. Can you hear me back?

We hear you.

All right, give me a minute.

Open sesame.

It's open.

Okay.

Hey! I got it!

I got it!

Easy-peasy.

Son of a bitch did it.

Right, I'll meet you outside.

Nice job.

- Hold on a second, Chief. - What's wrong?

West stairwell's not clear anymore.

- What's going on? - We've got some company.

- Where? - The west stairwell.

I got an idea.

What the hell's he doing?

Okay. And splash.

Okay. Okay, that worked.

Now, get out of there.

Go! Go!

Wait a second, Chief?

- What? - Take this.

- What are you doing? - Any more surprises, I'll let you know.

Go. Go!

Come on, Bob. Come on.

Hey, Bob?

Yeah?

- I'm gonna guide you, okay? - Is there a problem?

No, it's just... It's, uh, getting a little crowded up here,

so we're gonna have to take this slow.

Okay.

All right, just start walking.

Okay, good.

Okay, now, your next right.

Now, keep going, keep going, keep going...

Stop!

What?

What?

Bob, there's a door on your left, do you see that?

Yeah?

- That's a closet. - Okay?

- Yeah, I need you to get in it. - What?

Now! Right now. Get in the closet.

Jesus Christ.

Okay.

How you holding up there, Bob? You all right?

Yeah. Yeah.

You got a pretty clear shot to the front door.

Okay.

You can do this, okay?

You're almost home free, all right, Bob?

Run!

Bob!

Bob.

No!

No!

Go!

No!

Go!

Bob!

Bob!

No!

- What happened? - No!

No!

He's gone! He's gone!

Come on! Get in!

Guys?

Let's go.

Come on!

Come on, let's go! Let's go! Come on!

I'm sorry, bud.

Sorry I wasn't there. I should have been here.

- Sam Owens. Dr. Sam Owens. - How many people at the lab?

I don't know how many people are there!

I don't know how many people are left alive!

- Have you contacted the police? - I am the police! Chief Jim Hopper!

Is there a number I can reach you at?

Yes, the number that I gave you, yes.

- Okay, yes, I got it. - 6767...

- I will be here. - I'll have them contact you.

They didn't believe you, did they?

We'll see.

"We'll see"? We can't just sit here while those things are loose!

We stay here, and we wait for help.

Did you guys know that Bob was the original founder of Hawkins AV?

Really?

He petitioned the school to start it and everything.

Then he had a fund-raiser for equipment.

Mr. Clarke learned everything from him.

Pretty awesome, right?

Yeah.

We can't let him die in vain.

What do you want to do, Mike?

The Chief's right on this.

We can't stop those Demo-dogs on our own.

Demo-dogs?

Demogorgon dogs.

Demo-dogs.

It's like a compound.

It's like a play on words...

Okay.

- I mean, when it was just Dart, maybe... - But there's an army now.

- Precisely. - His army.

What do you mean?

His army.

Maybe if we stop him, we can stop his army, too.

- The shadow monster. - It got Will that day on the field.

The doctor said it was like a virus, it infected him.

And so this virus, it's connecting him to the tunnels?

To the tunnels, monsters, the Upside Down, everything.

Whoa. Slow down. Slow down.

Okay, so, the shadow monster's inside everything.

And if the vines feel something like pain, then so does Will.

- And so does Dart. - Yeah. Like what Mr. Clarke taught us.

- The hive mind. - Hive mind?

A collective consciousness. It's a super-organism.

And this is the thing that controls everything. It's the brain.

Like the mind flayer.

- The what? - What?

The mind flayer.

What the hell is that?

It's a monster from an unknown dimension.

It's so ancient that it doesn't even know its true home.

Okay, it enslaves races of other dimensions

by taking over their brains using its highly-developed psionic powers.

Oh, my God, none of this is real. This is a kids' game.

No, it's a manual. And it's not for kids.

And unless you know something that we don't,

this is the best metaphor...

Analogy.

Analogy? That's what you're worried about?

Fine. An analogy for understanding whatever the hell this is.

Okay, so this mind flamer thing...

Flayer. Mind flayer.

What does it want?

To conquer us, basically.

It believes it's the master race.

Like the Germans?

Uh, the Nazis?

- Yeah, yeah, yeah, the Nazis. - Uh...

If the Nazis were from another dimension, totally.

Uh, it views other races, like us, as inferior to itself.

It wants to spread, take over other dimensions.

We are talking about the destruction of our world as we know it.

That's great. That's great. That's really great. Jesus!

Okay, so if this thing is like a brain that's controlling everything,

then if we kill it...

We kill everything it controls.

- We win. - Theoretically.

Great. So how do you kill this thing? Shoot it with Fireballs or something?

No. No, no Fire... No Fireballs.

Uh, you summon an undead army, uh, because...

...because zombies, you know, they don't have brains,

and the mind flayer, it... it... It likes brains.

- It's just a game. It's a game. - What the hell are we doing here?

I thought we were waiting for your military backup.

We are!

How are they gonna stop this?

You can't just shoot this with guns.

You don't know that! We don't know anything!

We know it's already killed everybody in that lab.

We know the monsters are gonna molt again.

We know that it's only a matter of time before those tunnels reach this town.

They're right.

We have to kill it.

I want to kill it.

- Me, too. - I...

Me, too, Joyce, okay?

But how do we do that?

We don't exactly know what we're dealing with here.

No. But he does.

If anyone knows how to destroy this thing, it's Will.

He's connected to it. He'll know its weakness.

I thought we couldn't trust him anymore.

That he's a spy for the mind flayer now.

Yeah, but he can't spy if he doesn't know where he is.

Yeah, this'll work.

Hey.

What you did, um, helping the kids...

that was... really cool.

Yeah.

Those little shits are real trouble, you know?

Believe me, I know.

Hey.

I'm... I'm sorry about Dart and all.

I guess I just thought that he was my friend.

I was wrong.

I broke the rule of law,

so if you want your girlfriend to take over my spot in the party, I understand.

She's not my girlfriend.

I saw you two holding hands in the bus, Lucas.

She was just scared.

Maybe, but I could feel it.

Feel what?

The electricity.

I get why El was your mage now.

What?

Lucas. He told me all about her.

Well, he shouldn't have.

And just because you know the truth, it doesn't mean you're in our party.

You do know that, right?

Yeah, I know.

I mean, why would you want a stupid zoomer in your party anyway?

I'm just saying, El?

She sounds like she was really awesome.

Yeah, she was.

Until that thing took her.

Just like it took Bob.

You sure this is gonna work?

He knew who I was.

He's still in there.

It's gonna work.

It has to.

- All right, you ready? - Yeah.

If he finds out where we are...

will he send those dogs after us?

He won't find out.

Yeah, but, if he does...

Judgment day.

What? What? What is this?

What? What is this?

Why am I tied up?

Will, we just wanna talk to you.

We're not gonna hurt you.

Where am I?

You recognize this?

Do you recognize this?

Hey.

We wanna help you.

But to do that, we have to understand how to kill it.

Why am I tied up?

Why am I tied up?

Why am I tied up? Why am I tied up?

Hey.

Why am I tied up? Why am I tied up?

Let me go! Let me go! Let me go! Let me go!

Let me go! Let me go! Let me go!

Let me go! Let me go! Let me go! Let me go!

Let me go! Let me go! Let me go!

Let me go...

Go...

Go...

Do you know what March 22nd is?

It's your birthday.

Your birthday.

When you turned eight, I gave you that huge box of crayons.

Do you remember that?

It was 120 colors.

And all your friends, they got you Star Wars toys,

but all you wanted to do was draw with all your new colors.

And you drew this big spaceship, but it wasn’t from a movie.

It was your spaceship.

A rainbow ship is what you called it.

And you must have used every color in the box.

I took that with me to Melvald's

and I put it up and I told everyone who came in,

"My son drew this."

And you were so embarrassed.

But I was so proud.

I was so, so proud.

Do you remember the day Dad left?

We stayed up all night building Castle Byers...

just the way you drew it.

And it took so long because you were so bad at hammering.

You'd miss the nail every time.

And then it started raining, but we stayed out there anyway.

We were both sick for like a week after that.

But we just had to finish it, didn't we?

We just had to.

Do you remember the first day that we met?

It was... It was the first day of kindergarten.

I knew nobody.

I had no friends and...

I just felt so alone and so scared, but...

I saw you on the swings and you were alone, too.

You were just swinging by yourself.

And I just walked up to you and...

I asked.

I asked if you wanted to be my friend.

And you said yes.

You said yes.

It was the best thing I've ever done.

Will, baby...

if you're in there, just please... please talk to us.

Please, honey, please, can you do that for me?

Please. I love you so much.

Let me go.

What happened?

I think he's talking, just not with words.

What is that?

Morse code.

H-E-R-E.

Here.

Will's still in there. He's talking to us.

Do you remember the first time I played you this?

Mom and Dad were both arguing in the next room.

So I played you the mix tape I made you.

And it was the first time you got into music. Real music.

Dash, dot, dash, dot.

- Yeah, got it. - C.

And then the party escaped into the sewers,

and there were those big insect things, and you guys were still on level one.

L.

O.

Then you cast Fog Cloud and you saved us.

You saved the whole party.

S.

You saw that little girl and she was in the sandbox

and she was crying.

E.

You gave him your Tonka Truck

and I told you we couldn't afford to buy another one.

G.

You said she should have it because she's sad.

"She's sad, Mommy."

A.

- I love you so much. - T.

So, so much.

E.

"Close gate."

Shit. Shit.

Do you think he heard that?

It's just a phone. It could be anywhere. Right?

Hey. Hey, can you hear me?

It knows. It knows where we are.

Oh, shit.

That's not good.

- They're coming! - What?

- Come on. We gotta go. - Come on.

- We gotta go. - Okay.

Come on, come on. Let's go. Let's go.

Hey. Hey, get away from the windows!

- Do you know how to use this? - What?

Can you use this?

I can.

Where are they?

What are they doing?

Holy shit.

Is it dead?

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