Hopper and the officers arrive at the Byer's home to inform them about Will. Hopper and Powell are inspecting Joyce's latest room modifications - the Christmas lights and the makeshift Ouija board. Hopper looks at the wall where Joyce reported the monster came through.
Powell: This the wall she was talking about, Chief?
Hopper: A trooper found something in the water that's at the quarry. Our working theory right now is that Will crashed his bike, he made his way over the quarry and accidentally fell in. The earth must have given way. . . Joyce? Do you understand what I'm saying?
Joyce: No. Whoever you found, is not my boy. It's not Will.
Joyce: No, you don't understand. I talked to him a half hour ago. He was here. He was talking with these.
Joyce: Uh-huh. One blink for yes, two for no. And then I made this so he could talk to me. 'Cause he was hiding from that thing.
Hopper: The thing that came out of the wall? The thing that chased you?
Joyce: Yeah. Yeah.
Jonathan: Mom, come on, please. You've gotta stop this.
Joyce: No, maybe he's . . . It's after him! He's in danger. We have to find him! We . . .
Hopper: What exactly was this thing? It was some kind of animal, you said?
Joyce: No, it was almost human, but it wasn't. It had these long arms and it didn't have a face.
Hopper: It didn't have a face? Joyce.
Joyce: It didn't have a face.
Hopper: Joyce, listen to me. Listen to me. After Sarah, I saw her, too. And I heard her. I didn't know what was real. And then I figured out that it was in my mind. And I had to pack all that away. Otherwise, I was gonna fall down a hole that I couldn't get out of.
Joyce: No, you're you're talking about grief. This is different.
Hopper: I'm just saying that you . . .
Joyce: No, I know what you're saying, Hop. I swear to you, I know what I saw. And I'm not crazy.
Hopper: I'm not saying that you're crazy.
Joyce: No. You are. And I understand, but God, I need you to believe me. Please. Please.
Hopper: Listen, I think you should go to the morgue tomorrow and see him for yourself. It'll give you the answers that you need. But tonight . . .
Joyce: Oh, God.
Hopper: I want you to try to get some sleep, if you can.
Hopper leaves the house, he starts to drive off, but turns off the engine and rests. Meanwhile, Joyce heads to the tool shed, grabs an axe and sits on the couch in a guarding posture.
The Wheelers' home. Ted and Karen are watching the news about Will.
TV Reporter: Byers' body was found in the water of this quarry by state police earlier this evening. It was discovered by state trooper David O'Bannon, just after dark. The state police are mounting an investigation to determine Byers' cause of death, but an initial inquiry . . .
Ted: Should I go down and talk to Michael?
Karen: Give him time. He'll come to us when he's ready.
In the basement, Eleven is playing with the walkie-talkie.
Mike: Can you please stop that? . . . Are you deaf? I thought we were friends, you know? But friends tell each other the truth. And they definitely don't lie to each other.
Mike: You made me think Will was okay, that he was still out there, but he wasn't. He wasn't! Maybe you thought you were helping, but you weren't. You hurt me. Do you understand? What you did sucks. Lucas was right about you. All along.
Eleven's nose begins bleeding and Will's voice can be heard on the walkie-talkie.
Will (on radio): ♫ So come on and let me know. Should I stay or should I go? Should I stay or should I go now? Should I stay or should I go now? If I go there will be trouble. If I stay it will be double. ♫
Mike (on radio): Will, is that you? It's Mike! Do you copy? Over. Will, are you there? Will!
Mike (to Eleven): Was that . . . Was it . . .
The Byers home. Joyce is dreaming of Will.
Will: Mom. Mom!
Jonathan: Mom! Wake up.
Joyce: What time is it?
Jonathan: It's almost 8:00. We have to go.
Joyce: Go where? Where?
Jonathan: To see Will.
The Wheelers' home. Karen taps on Mike's bedroom door.
Karen: Michael? . . . Hi, honey. How are you feeling?
Mike: I don't think I can go to school today.
Karen: Oh, that's fine, sweetie. I need to drop off Nance, then I'm gonna check in on Barb's parents. Why don't you grab a book or something and come with me? We can stop by the video store on the way back, pick out whatever you want. Even R-rated.
Mike: I think I just want to stay home today. I mean, if that's okay?
Karen: Well, are you sure you're gonna be all right here by yourself?
Mike: I think so.
Karen: Okay. But if you need anything, call Dad at work.
Karen: Bye, sweetie.
After his mother leaves, Mikes hops out of his bed with his clothes already on and activates the walkie-talkie.
Mike: Lucas, do you copy? Lucas, come on, I know you're there! This is urgent. I'm serious. I'm not gonna stop until you answer. Lucas. Lucas! Lucas, Lucas, Lucas, Lucas, Lucas Lucas, Lucas, Lucas, Lucas, Lucas, Lucas, Lucas . . .
Lucas: Go away, Mike. I'm not in the mood, all right? Over and out.
Mike: No, not "out." I'm not messing around, okay? This is about Will. Over.
Lucas: What about Will? You mean about his funeral? Over.
Mike: No, not his funeral. Screw his funeral!
Mike: Just get over here stat. And bring Dustin. Over and out.
Hopper, Joyce, and Jonathan are at the morgue. Hopper sits in the lobby while Joyce and Jonathan look at Will's body. Jonathan gets too emotional and returns to the lobby.
Hopper: What's taking so long?
Patty: Well, everything's been a bit chaotic around here without Gary.
Hopper: Without Gary? Where's Gary?
Patty: Well, I thought you knew. Those men from State, they sent Gary home last night.
Hopper: So who did the autopsy?
Patty: Someone from State.
Joyce: He has a birth mark on his right arm. Can you show that to me, please?
Hopper: How's your mom doing?
Jonathan: I don't know.
Hopper: How long's this stuff been going on? With the lights and . . . Will and the thing in the wall?
Jonathan: Since the first phone call, I guess. You know, she's had anxiety problems in the past. But this, I don't know. I'm worried it could be . . . I don't know. She'll be okay. We'll be okay. My mom, she's tough.
Hopper: Yeah, she is. . . Hey. . . She is.
Coroner: Ma'am! Ma'am, I need you to sign!
Joyce: I don't know what you think that thing is in there, but that is not my son!
Hopper: Joyce, wait a second.
Coroner: Ma'am, I . . . Ma'am!
Hawkins High School.
Steve: So, wait a sec. I don't understand. You went back to my house?
Nancy: To look for Barb.
Steve: Yeah, okay, but why didn't you just talk to me? That's crazy.
Nancy: I don't know, I was scared.
Steve: You seriously think you saw a guy in a mask just hanging out in my yard?
Nancy: I don't think it was a mask.
Steve: But he had no face?
Nancy: I don't know! I don't know, I just, I have a terrible feeling about this.
Steve: Oh, this is bad. This is really bad.
Steve: The cops they're gonna want to talk to all of us now. Tommy, Carol, everybody who was at the party.
Steve: My parents are gonna murder me!
Nancy: Are you serious right now?
Steve: You don't understand. My dad's a grade-A asshole.
Nancy: Barb is missing! And you're worried about your dad?
Steve: Okay, just . . . When you talk to the cops, just don't mention the beers. It's just gonna get us both in trouble, and Barbara's got nothing to do with it, okay?
Nancy: I can't believe you right now. . . I can't believe you.
Steve: Nancy. Nancy, wait! . . Nancy!
In his car, Jonathan catches up with Joyce.
Jonathan: Mom, will you get in?
Joyce: No, I need to think. Just go on home.
Jonathan: Mom, will you just get in, please? . . . Mom. . . Mom! . . . Mom. Stop.
Joyce: Just go home, Jonathan.
Jonathan: No, this is not an okay time for you to shut down.
Joyce: Shut down? What . . .
Jonathan: We have to deal with this, Mom. We have to deal with the funeral!
Joyce: The funeral? For who? For that thing back there?
Jonathan: Okay, let me get this straight. Will, that's not his body, because he's in the lights, right? And there's a monster in the wall? Do you even hear yourself?
Joyce: I know it sounds crazy. I sound crazy!
Joyce: You think I don't know that? It is crazy! But I heard him, Jonathan. He talked to me! Will is calling to me! And he's out there, and he's alone, and he's scared, and I don't care if anyone believes me! I am not gonna stop looking for him until I find him and bring him home. I am going to bring him home!
Jonathan: Yeah, well, while you're talking to the lights, the rest of us are having a funeral for Will! I'm not letting him sit in that freezer another day! All right, show's over. . . What?
The Wheelers' home. The kids are in the basement listening to the walkie-talkie.
Mike: We keep losing the signal, but you heard it, right?
Lucas: Yeah, I heard a baby.
Lucas: Mike, you obviously tapped into a baby monitor. It's probably the Blackburns' next door.
Mike: Did that sound like a baby to you? That was Will!
Mike: Lucas, you don't understand. He spoke last night. Words! He was singing that weird song he loves. Even El heard him!
Lucas: Oh, well, if the weirdo heard him, then I guess . . .
Dustin: Are you sure you're on the right channel?
Mike: I don't think it's about that. I think, somehow, she's channeling him.
Dustin: Like Professor X.
Lucas: Are you actually believing this crap?
Dustin: I don't know, I mean . . Do you remember when Will fell off his bike and broke his finger? He sounded a lot like that.
Lucas: Did you guys not see what I saw? They pulled Will's body out of the water. He's dead!
Dustin: Well, maybe it's his ghost. Maybe he's haunting us.
Mike: It's not his ghost.
Lucas: So how do you know that?
Mike: I just do!
Lucas: Then what was in that water?
Mike: I don't know! All I know is Will is alive. Will is alive! He's out there somewhere. All we have to do is find him. . . This isn't gonna work. We need to get El to a stronger radio.
Dustin: Mr. Clarke's Heathkit ham shack.
Lucas: The Heathkit's at school. There is no way we're gonna get the weirdo in there without anyone noticing. I mean look at her.
The boys give Eleven a make-over. Mike applies make-up while Lucas and Dustin rummage through boxes, finding a dress and a wig.
Dustin: Wow. . . She looks . . .
Mike: Pretty. . . Good. You look pretty good.
Eleven: Pretty. . . Good.
Hawkins Laboratory. A staff member is suited up to explore the portal.
Shepard: You boys hear me all right in there?
Technician: Loud and clear, Shepard.
Brenner: Good luck in there, son.
Hawkins High School.
English Teacher: "The brown current ran swiftly out of the heart of darkness, bearing us down towards the sea with twice the speed of our upward progress. And Kurtz's life was running swiftly, too . . ."
High School Principal: Nancy Wheeler? If you'll come with me, please?
Powell: This argument you and Barbara had? What exactly was it about?
Nancy: It wasn't really an argument. Barb just wanted to leave. I didn't, so, I told her to just go home.
Powell: Then what?
Nancy: Then I went upstairs to put on some dry clothes.
Powell: And the next day, you went back and saw a bear, you're thinking?
Nancy: I don't know what it was, but I think maybe it took Barb. You need to check behind Steve's house . . .
Callahan: We did. There's nothing there. There's no sign of a bear.
Powell: And no car.
Callahan: Look. We figure that Barbara came back last night and then she took off, went somewhere else.
Powell: Has she ever talked to you about running off? Leaving town, maybe?
Nancy: No. No, Barb wouldn't do that, ever.
Powell: She wasn't maybe upset about the fact that you were spending time with this boy? Steve Harrington?
Nancy: What? No!
Callahan: Maybe she was jealous because she saw you go up to Steve's room?
Nancy: It wasn't like that.
Callahan: Like what?
Nancy: Steve and me, we're just friends. We just talked.
Callahan: Now was this before or after you changed out of your clothes?
Hawkins Police Department.
Hopper: So, Gary, tell me about these troopers that brought in Will.
Gary: It was about six of 'em, I'd say.
Hopper: They're all Staties?
Gary: Yes, sir. Never seen that many troopers come with a body before.
Hopper: They told you that they were gonna take care of the autopsy, huh?
Gary: Yeah. Claimed jurisdiction. Kicked me out. Well, it all seemed a bit over the top to me, considering . . .
Hopper: Considering what?
Gary: Considering this was Will Byers and not John F. Kennedy.
Gary: Thanks for stopping by, Gary.
Gary: Sure thing.
O'Bannon on TV: . . . let the people know that the troopers are on duty and you should be safe, because we think this is just an isolated incident.
Reporter: State trooper David O'Bannon, thank you so much for your help.
O'Bannon: Thank you, sir.
Reporter: Back to you . . .
The kids head on their bikes to Hawkins Middle School.
Mike: Okay, remember, if anyone sees us, look sad.
Announcement: Attention students, there will be an assembly to honor Will Byers in the gymnasium now. Do not go to fourth period.
Mike: It's locked.
Dustin: Hey, do you think you can open it? With your powers?
Suddenly Mr. Clarke appears, startling the kids.
Mr. Clarke: Boys?
Mr. Clarke: Assembly's about to start.
Mike: We know. We're just, you know . . .
Dustin: Yeah, definitely upset.
Mike: We need some alone time.
Dustin: To cry.
Mr. Clarke: Yeah, listen I get it. I do. I know how hard this is, but let's just be there for Will, huh? And then the Heathkit is all yours for the rest of the day. What do you say? I don't believe we've met. What's your name?
Mike: Eleanor! She's my . . .
Dustin: Second cousin.
Mike: She's here for Will's funeral.
Mr. Clarke: Ah, well, welcome to Hawkins Middle, Eleanor. I wish you were here under better circumstances.
Eleven: Thank you.
Mr. Clarke: Where are you from exactly?
Eleven: Bad place.
Mike: I have a lot of Swedish family.
Dustin: She hates it there.
Mr. Clarke: Shall we?
Principal Coleman: At times like these it is important that we come together as a community. We come . . .
Principal Coleman: We come together to heal, we come together to grieve . . .
Nancy and Karen return home.
Karen: You lied to the police!
Nancy: I didn't lie!
Karen: How naive do you think I am? You and Steve were just talking?
Nancy: We slept together! Is that what you want to know? It doesn't matter!
Karen: It does matter!
Nancy: No! It is all bullshit! It has nothing to do with Barb and she's missing. And something terrible happened to her. I know it. I know it! And no one is listening to me!
Karen: Sweetie, sweetie, I'm listening. I'm listening to you.
Nancy: No! You're not!
Karen: Nancy. Nancy!
Nancy: Just leave me alone!
Nancy goes to her room and tapes together pieces of photo - revealing something behind Barb.
Brenner: Try him again.
Technician: Shepard, come in. Confirm comm. Shepard, come in. Confirm comm.
Shepard: This is Shepard. Confirming, over.
Brenner: Shepard. Where are you? Can you describe to us what it is you see? Over.
Shepard: It's low visibility. I'm about one click south of the rift. I can't make out my location. It's hard to see.
Brenner: Shepard? Do you copy? Shepard? Can you hear me?
Shepard: There's something else . . . There's something else in here!
Brenner: Reel him in. Reel him back in!
Technician: Get him in. Come on, come on! Faster!
Shepard: There's something else in here! Pull me out! Pull me out, pull me out! Pull me out! Pull me out!
Technician: Shepard, come in. Over.
Tech on intercom: Comms are down, sir.
Technician: Shepard, come in! Over.
The cable is finally reeled back in, revealing only the bloody harness Shepard was attached to.
Principal Coleman: Will Byers' death is an unimaginable tragedy. Will was an exceptional student and a wonderful friend to all of us. It's impossible to express the hole his loss will leave in our community. I'd like to introduce you to Sandy Sloane. She's a local grief counselor from the church over in Jonesboro. But before she comes up here, I just want those of you who are having trouble dealing with this tragic loss . . .
Mike: Look at these fakers.
Lucas: They probably didn't even know his name till today.
Troy: What? Who is interested in this? This is so stupid. Blah, blah, blah, blah, blah. Oh, he was such a great student. Oh, he's going to leave a hole in the community.
Eleven: Mouth breather.
Mike: Hey! . . . Hey! . . . Hey, Troy! Hey, Troy! You think this is funny?
Troy: What'd you say, Wheeler?
Mike: I saw you guys laughing over there. And I think that's a real messed up thing to do.
James: Didn't you listen to the counselor, Wheeler? Grief shows itself in funny ways.
Troy: Besides, what's there to be sad about, anyway? Will's in fairyland now, right? Flying around with all the other little fairies. All happy and gay!
As Troy turns away, Mike loses his temper and shoves Troy to the floor.
Troy: You're dead, Wheeler! Dead!
Troy freezes in his tracks and wets his pants.
Student: Dude, Troy peed himself.
Dustin: Holy shit!
Principal Coleman: Hey! What's going on here?
Lucas: Oh. Mike! Let's go!
Jonathan is at the funeral home looking at caskets when Nancy shows up.
Funeral Assistant: It's made of soft wood with a crepe interior. Now, I don't know what your budget is, but over here, we we have copper and bronze.
Jonathan: Can you just give me a second?
Funeral Assistant: Of course.
Nancy: Hey. Your mom, she said you'd be here. I just . . . Can we talk for a second?
Jonathan: It looks like it could be some kind of perspective distortion, but I wasn't using the wide angle. I don't know. It's weird.
Nancy: And you're sure you didn't see anyone else out there?
Jonathan: No. And she was there one second and then, gone. I figured she bolted.
Nancy: The cops think that she ran away. But they don't know Barb. And I went back to Steve's and I thought I saw something. Some weird man or I don't know what it was. I'm sorry. I shouldn't have come here today. I'm so sorry.
Jonathan: What'd he look like?
Jonathan: This man you saw in the woods. What'd he look like?
Nancy: I don't know. It was almost like he didn't have . . .
Jonathan: Didn't have a face?
Nancy: How did you know that?
Hopper is at the Hideaway Bar.
O'Bannon: Aw, come on!
Hopper: Another, please. And another for my friend here.
O'Bannon: Oh, thanks, man. Appreciate it.
Hopper: Yeah, that's all right. I'm celebrating. My daughter, she won the spelling bee today.
O'Bannon: Is that right?
Hopper: Yeah, that's right. "Odontalgia." That was the word. You know what it means? It's a fancy name for a toothache. Yeah, she's smart. She's real smart. Don't know where she gets it from. I've been tryin' to figure that out for years.
O'Bannon: Your daughter, she got a name?
O'Bannon: Your daughter? What's her name?
Hopper: Sarah. Her name's Sarah.
O'Bannon: To Sarah.
Hopper: I recognize you. Are you famous or somethin'?
O'Bannon: You might have seen me on TV, I found that Byers boy.
Hopper: So, you on that case or what?
O'Bannon: I just saw him on patrol, you know? Dumb luck.
Hopper: So that quarry, that's state-run, where they found the boy, huh?
Hopper: Yeah, well, that's funny. 'Cause, you know, I know for a fact that it's run by the Sattler Company. Frank Sattler? Decent guy, still got a couple operational quarries up in Roane.
O'Bannon: Is that right?
Hopper: Yeah. That's right. So why are you lying to me, man?
O'Bannon: What's your problem, bud?
Hopper: I don't have a problem. I'm just a concerned citizen.
O'Bannon: Yeah? Well, stick your nose someplace else. The kid is dead. End of story. Thanks for ruining the game, dick.
Hopper: Okay Let's try this one more time. Who told you to be out there? What were you doing out there?
O'Bannon: I don't know! I don't know. They just told me to call it in and not let anybody get too close.
Hopper: Get close to what?
O'Bannon: The body.
Hopper: Who do you work for? The NSA? Hawkins Lab? Who is that?
O'Bannon: You're gonna get us both killed.
Hopper: Who is that? Hey! Hey!
Joyce, at home, turns on Will's stereo.
Joyce: Come on! Come on! Talk to me! I know you're here!
The kids are in the AV Room.
Mike: Come on.
Dustin: Now what?
Mike: She'll find him. Right, El?
Listening to the radio frequencies, Eleven closes her eyes and has a flashback of another Brenner experiment.
Brenner: Eleven? Are you listening? That man before you I need you to find him.
Eleven: Hurt him?
Brenner: No. No, I don't want you to hurt him. I want you to listen to him.
Brenner: Yes. I want you to listen to what he says and repeat his words back to me. Just like we used to with those old nursery rhymes. Do you remember? Hmm? Do you think you can do that for me?
Man on microphone: Begin. Amulet. Frigid. Evolve. Airplane.
Brenner: Eleven? Repeat the words.
Voice on speaker: Apricot. Peninsula. Game. Enchantment. Mouse. Balloon.
Mike: She's doing it. She's finding him!
Dustin: This is crazy.
Lucas: Calm down. She just closed her eyes.
Dustin: Holy . . . What is that?
Lucas: No way!
Will: Please . . .
Joyce: Will! . . . Will! . . . Will!
Joyce: Will! I'm here! I'm here! Oh, God.
Lucas: Will, it's us! Are you there?
Dustin: Can you hear us? We're here!
Will: Hello? Mom?
Lucas: Why can't he hear us?
Mike: I don't know!
Joyce: Baby . . .
Joyce: Oh, God. Will!
Joyce: Oh, thank God. Baby . . . Will.
Will: Mom. . Mom, it's coming!
Joyce: Tell me where you are! How do I get to you?
Will: It's like home, but it's so dark. It's so dark and empty. And it's cold! Mom? Mom!
Joyce: Listen to me! I swear I'm gonna get to you, okay? But right now, I need you to hide.
Will: Mom, please!
Joyce: No, no, listen! Listen, I will find you, but you have to run now! Run! Run!
Mike: El, are you okay?
The Heathkit Hamshack catches on fire, Dustin puts it out with a fire extinguisher. Joyce is punching a hole through the wall with an axe.
Mike: Can you move? Here, help her up.
Mike: This way!
Nancy: And you're . . .
Jonathan: Brightening. Enlarging.
Nancy: Hmm. Did your mom say anything else? Like, where it might have gone to, or . . .
Jonathan: No, just that it came out of the wall.
Nancy: How long does this take?
Jonathan: Not long.
Nancy: Have you been doing this a while?
Jonathan: Yeah. I guess I'd rather observe people than, you know . . .
Nancy: Talk to them.
Jonathan: I know. It's weird.
Jonathan: No, it is. It's just, sometimes people don't really say what they're really thinking. But you capture the right moment it says more.
Nancy: What was I saying?
Nancy: When you took my picture.
Jonathan: I shouldn't have taken that. I'm sorry. It's just . . .
Nancy: That's it. That's what I saw.
Jonathan (gasps): My mom I thought she was crazy 'cause she said that's not Will's body. That he's alive.
Nancy: And if he's alive . . .
Jonathan: Then Barbara.
Hopper returns to the coroner's office.
Hopper: Hey, Patty!
Patty: Hey, need something, Chief?
Hopper: Oh, you know, I forgot my hat.
Hopper: I'll just be a minute.
Hopper: Hey, I love that book. It's a nasty mutt.
State Trooper: Hey, you can't be back here.
Hopper: Yeah, I just got off the line with O'Bannon. He said that he needs to see you at the station. It's some emergency . . .
State Trooper: What the hell are you talking about? I don't work with O'Bannon.
Hopper: Did I say O'Bannon? I meant . . . Okay.
Hopper knocks out the guard. He locates Will's body and cuts it open, revealing it is a fake.
Lonnie shows up at the Byers' home.
Lonnie: Babe. Jesus, the hell happened?
Hopper arrives at the Hawkins Laboratory with wire cutters.