- An increasingly concerned Nancy looks for Barb and finds out what Jonathan's been up to. Joyce is convinced Will is trying to talk to her.
- Barb finds herself in the empty pool at Steve's house. Everything is dark and covered in vines. She calls for Nancy and then sees a monster in the pool. She tries to escape, but the monster catches hold of her. Meanwhile, Steve and Nancy are making out on Steve's bed. It is quite different from where Barb is, and there is water in the pool. Barb's voice can be heard echoing distantly, but she cannot be seen. Steve and Nancy make love as Barb is taken by the monster, screaming for help.
Joyce is talking to Will through the lamps. Jonathan tells her that the light flickering is due to faulty electricity, but Joyce is convinced that Will is there.
Mike, Dustin, and Lucas prepare to rescue Will. Dustin tells the others that Eleven is the best weapon they have because of her telekinetic powers. He asks her to make a toy Millennium Falcon fly, but she does nothing. Mike asks Eleven to meet them after school and gives her his watch. Later, while alone, Eleven is making the Falcon fly with her mind. She wanders around the house and turns on the television. This causes her to have a flashback to Hawkins Lab where she crushes a soda can with her mind as Dr. Brenner and the others observe her. Her nose bleeds, as it always does when she uses her powers. Brenner is pleased; Eleven seems upset.
Joyce takes out her Christmas lights and puts them up but realizes that she doesn't have enough and buys more at the general store where she works. Her boss is confused, but she tells him just to ring her up.
Hopper investigates at Hawkins Lab where an official tells him that Will could not have gotten in there. Hopper asks to see the security cameras and is shown footage of the night Will escaped. Hopper realizes that the officials are lying to him because it rained that night and there is no rain on the video.
Nancy sees that Barb is not at school and asks Steve, Tommy, and Carol if they saw her after the party at Steve's house. No one has seen her. While looking for rocks for their slingshots, the boys encounter Troy and James who tease them about Will and trip Mike, who scrapes his chin.
Karen Wheeler shows up at Joyce's house with a casserole as Joyce is finishing putting up all the Christmas lights. Karen is visibly confused by all the lights and Joyce tells her she put them up because Will loves Christmas. As the two women talk, Karen's young daughter Holly sees the lights blinking, and follows them. She sees a hand start to come through the wall, but Joyce discovers her and asks Karen and Holly to leave.
Hopper looks up Hawkins Lab at the library and finds articles about a woman who sued Brenner for kidnapping her daughter. Hopper starts to think that maybe Brenner is involved with Will's disappearance.
Jonathan develops the photos he took at Steve's party in the school's darkroom. A girl named Nicole sees the photos of Nancy. Nancy calls Barb's house and learns that Barb did not go home the night before and that her mother hasn't seen her. Steve, Tommy, Carol, and Nicole confront Jonathan about spying on them the previous night. They take his bag and tear up the photos. Nancy arrives and Steve takes and smashes Jonathan's camera. Nancy is visibly upset by this. She gathers the torn pieces of photos.
While waiting for the boys at the power lines, Eleven sees a cat, causing her to have a flashback to Hawkins Lab. Brenner and the other scientists seem to want her to do something to a cat, but she refuses, clearly upset. As punishment, they take Eleven into a cell as she kicks and screams for "Papa" (her name for Brenner). Before they can lock her in, she forces the door open with her mind and kills the two men. Brenner sees this, and seems intrigued, but not horrified. Eleven collapses and Brenner carries her away. Back in the present, the boys meet up with Eleven. She asks about what happened to Mike's chin and he tells her about the boys who tease him, calling them "mouth breathers."
Nancy goes back to Steve's house and finds Barb's car still there. She looks for Barb around the house and in the woods where she sees the monster that took Barb.
Joyce sees the Christmas lights illuminate along the wire going in one direction. They lead to a crawl space where Joyce is able to talk to Will with a tangle of lights. She asks him to blink the lights once for yes and two for no. She asks if he is alive and the lights blink once. She asks if he is safe and the lights blink twice. She paints the alphabet on the wall, tacking a light to each letter so that he can communicate more with her. She asks him where he is and the lights spell out "right here." Next, they spell out "run." The monster comes through the wall as Joyce runs in terror.
Thinking that Eleven can help them find Will, they ask her to lead them to him. She takes them to his house. Lucas gets upset. As they argue, sirens can be heard. They bike to the quarry where they see police drag a boy's body out of the water. Mike yells at Eleven for having deceived them about Will being alive and storms off.
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