Eleven finally made it to the school as the last bus was leaving the loop.  She walks over towards the front door and stops as she sees a familiar bike in a row.  Sighing softly as the memories flood heavily in her mind, she gently touches the handle.  Almost as if she could feel Mike's hand.  But she wanted to see him.  Wanted to feel him again.  She turns towards the door and heads inside to search for him, brushing past the office and catching no attention the receptionists inside as they finish up their duties. 

With Dart on the loose in the school, there was no time to lose.  Mike, Lucas, Will, and Dustin began to search high and low for him in every place they could think of.  With school being over, it should be easy for them to find him.  

Mike and the others split up and searched for Dart.  He took the east hallway and searched every classroom and bathroom in the area.  Nothing. 

"East is clear. No sign of Dart." Mike says over his COMM.  "Where'd you go, you little bastard?" He mutters to himself as he continues to search.  He walks past a hallway, missing the fact that Eleven was just walking by and stops when she hears Mike's voice.  But, Mike was gone by the time she walks down the end.  She looks both ways, wondering where he was, but she takes a different path, further away from Mike. 

Dustin was taking the west side of the school and searched for Dart, hoping he can find him before the others can.  He slows his steps as Mr. Clarke was walking by, frowning in confusion at Dustin as he eyes the headset connected to his COMM.  He chuckles silently, thinking he and the boys must be playing a game.  Dustin smiles and salutes him and Mr. Clarke salutes back, heading off to his car and home while Dustin continues his hunt. 

"West is clear, too. Will?" Dustin says over his microphone.

Will was just exiting a room when Dustin made his round.

"South is clear. Lucas? Anything?" Will states and calls out to Lucas. 

Lucas, on the other hand, felt that he was on the right trail.  But when he kicks a door open, he ended up scaring a female teacher to death. 

"Excuse me! Mr. Sinclair!" She exclaims in shock and anger as she glares at Lucas.

Lucas' eyes widen as he stands there in guilt, "Sorry, I was looking for study hall. Bye." He stammers out his apology and walks backwards out of the room with a weak smile. "Nothing here, man." He says into his COMM and s paces away. 

Mike decides to head to the gym.  The last area in the east side of the school.  When he walks in and scans the area, his head jerks up as he hears the swinging doors to the locker rooms were moving.  Dart must be back there.  He looks back and makes sure no one was around before he could make his move.  He walks in and looks around the dark boy's locker room.  He couldn't see if Dart was around, but he can't quit so soon.  He grabs a wooden bat from the supply closet and holds it up for protection.  

Suddenly, the sound of objects clattering was made at the end of the locker room.  Mike presses himself against a locker and amps himself up to fight if Dart tries to attack him.  

With a loud yell, Mike jumps out of the corner, but instead of it being Dart.  It was Max.

Max turns fast and frowns at him, "What the hell are you doing?"

"What are you doing? Why are you in here?" Mike demands, confused with her presence. 

"Looking for Dart." Max says in a 'duh' tone. 

"This is the boys' room." Mike points out. 

"Yeah, so?" Max shrugs, not seeing a problem.

"So you should go home." Mike states and storms out of the locker room to continue his search, but Max wanted answers. 

Following Mike in the gym, Max stomps behind him, "Why do you hate me so much?" It came out more of a demand than a question. 

"I don't hate you. How can I hate you? I don't know you." Mike scoffs. 

"But you don't want me in your party." Max points out. 

"Correct."

Max yanks his arm, forcing him to stop and face her, "Why not?"

"Because you're annoying. Also, we don't need another party member. I'm our paladin, Will's our cleric, Dustin's our bard, Lucas is our ranger, Jace is our Healer, Fi is our storm, and El is our mage." Mike says before he could stop himself, his eyes widen when he realizes he just said her name. 

Max frowns and stutters in confusion, "Who is Jace? Fi? El? Who's El?"

Mike looks away, waving it off, "Jace is the chief's nephew. He's a deputy, but he's gonna be a doctor soon. Hence, healer and our friend...Fi and El...they're...Someone. No one." He stutters.

"Someone or no one?" Max asks with sarcasm in her voice, not satisfied with his answer. 

"They were in our party a long time ago. They moved away, okay?" Mike states. 

Max could see that he was affected by their leave, hearing the tone in his voice that basically told her to drop the subject, but she was curious. 

"What do you mean Fi was your storm?" Max places her skateboard on the floor and skates towards him.    "She stormed villages or something? And El, she was a mage? Well, what could she do? Like, magic tricks or something? She asks, but Mike wasn't answering her.  She stops her board in front of him, "Well, I could be your zoomer." She declares.

Mike rolls his eyes, "That's not even a real thing."

"It could be." She says and begins to skate around him, "See? Zoomer."

"Mind-blowing." Mike says sarcastically. 

Max rolls her eyes, "Come on, you know you're impressed."

Eleven continues to search for Mike, she was getting impatient and her hope was running out.  Thinking he might have left, she begins to head towards the exit, but she skids to a halt when she hears voices.

"I don't see any tricks. You're just going around in a circle."

She also begins to hear a female voice, "If it's so easy, you try it."

Eleven frowns as she slowly walks closer to the voices, she knew Mike's voice, but who was the female?

"No."

"Why not?"

"I don't know how."

"So, then you admit it's kind of impressive."

"I think if I spent, like, all day practicing, I could do that."

"I would give you a million bucks if you could." The female voice challenges him. 

Eleven walks till she makes it towards a door with small windows.  She looks inside and sees Mike!  She gasps softly and smiles as she sees him. 

"Okay, you're making me dizzy.  Please just stop." Mike says.

"I'll stop when I join your party." Max says.

"Come on, just stop."

"It's a simple question. Am I in or out?" She smiles.

Mike finds himself chuckling and giving her a smile.  

Eleven's smile slowly falls as she sees how Mike is acting towards the female.  She remembers him looking at her like that.  She didn't like him looking at her like that and she definitely didn't like her smiling at him.  

Sending the girl a glare, and sharp tilt of her head, she uses her energy to make the board yank the girl off it of, sending her flying backwards and landing hard on the ground.

Max grunts at the impact and groans in pain as she lands on the hard gym floor. 

Mike gasps in shock and rushes to help her.  Max groans and clutches her arm in pain. 

"Jesus! Are you all right?" Mike exclaims. 

Eleven breaths heavily as she watches Mike help the girl.  She felt something she never felt before as she watches them.   

"Yeah, yeah. I think so." Max grunts as Mike helper her to her feet, holding her hand in support.  

Eleven feels her heart crack at the sight and tears form in her eyes.  She felt...betrayed.  Abandoned.  Forgotten.  

"What happened?" Mike asks.

"I don't know. It was like a magnet or something pulling on my board. I know that sounds crazy." Max says as she rubs her arm and grabs her board off the floor. 

Mike stood in shock, could it be.  He slowly looks up at the door and sees...nothing.  No one.  He rushes towards the door and scans the area.  No one was there.  Was it Eleven?  Or was it just a weird coincidence?  He didn't know.  

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

After discovering that...thing on the video, Joyce rushes to call the school to check on Will.  Something told her that he was in danger and she needed to make sure he was ok.  She paces the floor as the line continues to ring.  She looks at the pictures in her hands, wondering if the...shadow creature is real.  If it was...she needed to talk to Will.  She needed him home. 

"Come on, come on, come on!" Joyce sighs impatiently. 

"Hawkins Middle. May I help you?" Doris, the receptionist at Hawkins Middle, answers. 

"Yes. Hi, Doris. It's Joyce." Joyce says. "Uh, Joyce Byers."

Doris rolls her eyes and mouths at her friend, "Joyce." She says silently as she points at the phone. 

"Uh, Will has AV Club today. Could you transfer me to Mr. Clarke?"

"Mr. Clarke? Huh. You know what?"

"What?" Joyce frowns. 

"I just saw him leave for the day. Maybe AV was canceled?"

"What?" Joyce exclaims. 

"Would you like me to--"

Joyce didn't let her finish.  She slams the phone on the hook and rushes to her car.  She starts it up skids her tires as she zooms towards the school to find her son.  

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

Will slowly walks into the bathroom and cautiously searches for Dart.  But, as soon as he steps inside, he hears it.  The chittering.  That sound that sends harsh shivers up his spine and made his blood freeze.  He walks slowly towards the stalls and the sound grows louder as he reaches the last one.  Slowly opening the door, there he was.  Dart.  Hiding under one of the toilets.  

Will brings his COMM to his lips and presses the button to speak, his hand trembles in fear as he keeps his eyes on Dart. 

"Guys...I found him."

"Where?" Dustin asks. 

"In the bathroom by Mr. Salerno's."

"Copy that." Mike states. 

Lowering the COMM, he didn't take his eyes off of Dart, "It's okay. I'm not gonna hurt you." He says softly, but he could see that Dart didn't trust him. 

Dart lets out a loud screech that made Will jump backwards in fright.  Forcing him to drop his COMM.  He rushes out of the bathroom, panting heavily in fear.  He gasps as the lights around him begin to flicker till they shut off.  His eyes widen as he sees he was back in Upside Down.  Vines covered the walls and hallways of the school as the familiar smell of death filled the air.  Breathing heavily, he begins to hear it again.  The monster. He looks down the hallway, down the steps not far from him and sees a wave of shadows...coming towards him!

Will whimpers and runs from the shadows, but it was catching up behind him.  He knew it was just a matter of time it was going to get him.  He shoves the doors open and rushes outside.

Dustin managed to make to the bathroom before anyone else.  He didn't want anyone to hurt Dart.  Scanning quickly through the stalls, he finally sees Dart in the last one.  He gives him a big relieved smile.

"Hey, buddy. Come here. You know I won't hurt you." He says as he bends down to hold his hand out. 

Dart makes a pleased chitter and rushes towards Dustin, getting on to his hand.  He squeaks as Dustin rubs his chin.  

"It's okay. It's just me. You're okay." Dustin sooths him, but gasps as he hears the others in the distance, moving closer. 

"Let's go. Down here." Mike shouts. 

"We're coming!" Lucas calls out. 

Dustin rushes to think of a way to hid Dart from everyone, so he quickly snatches off his hat and places Dart on top of his head.  Covering him with his hat. 

"Stay low. Keep quiet." He whispers to him. 

When Dustin walks out of the stall, he sees Mike and the others storming into the bathroom. 

"Where's Dart?" Mike asks. 

"I don't know. Not here." Dustin shrugs. 

"What?" Mike frowns and starts to look through the stalls.  It didn't make any sense. 

"He said by Salerno's, right?" Max asks, making sure she got that right. 

"Yeah, maybe Will has him." Dustin suggests. 

Mike frowns as he looks in the last stall, but realizes they were missing someone, "Where is Will?" He asks with worry. 

Will runs for his life away from the school, away from the shadow monster. He can't let it get him.  

"Only this time, I didn't run."

Breathing heavily, Will slows his pace to a stop, remembering what Bob told him about facing fears.  He needs to face his fear. 

 "This time, I stood my ground." Bob's voice echoes strongly in his mind. 

Slowly, turning around, he sees the Shadow Monster practically covering the school.  It screeches loudly as it reaches out towards him with it's long tentacles.  

"I said, 'Go away. Go away!'" Bob says. 

Trembling with terror and tears in his eyes, Will stood his ground and begins to shout at the monster.  He started meekly but his voice begins to rise strongly.

"Go...away! Go...away! Go away! Go away! Go away! Go away!" He shouts over and over. 

But, the monster didn't go away.  As soon as it's tentacled hand hits the ground, it begins to move like a tornado.  Before Will knew it, the shadow monster had him and begins to force itself inside him through every pore of his body.  Through his mouth, his nose, his eyes, his ears.  Everywhere.  Filling his body.  

"Easy-peasy, right?"

"Easy-peasy."

"Just like that." Bob snaps his fingers.  Oh, how wrong he was. 

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

After the buses have come and gone, those who had to stay after school walked their way home down the 15 mph road, but they all moved quickly out of the way as Joyce's car zooms past them.  She slams on her brakes, screeching her tires to a stop.  She rushes and runs inside to search for Will.  She knew where Mr. Clarke's AV room was, but no one was there.  When she walks through the halls, she hears Will's friends calling out for him. 

"Will!" Dustin and Max call out.

"Will!" Calls out as he comes around the corner, running into Joyce.

"Dustin!" She exclaims. 

Dustin was confused with her being there, "Mrs. Byers?"

"What's going on? Where's Will?"

Before Dustin and Max could speak, a frantic Lucas comes from outside, yanking the door open, "The field!" He pants out. 

Joyce felt her heart drop to her stomach as she sees the fear in his eyes.  She rushes to follow them and sees Mike standing next to a cationic looking Will.  Mike shakes his shoulders, but no reaction. 

"Will. I just found him like this!  I think he's having another episode!" Mike says anxiously.  

Joyce rushes to him as he just stands there in the field, his eyes rolling backwards.  It was as if he was sleepwalking and trapped in a nightmare at the same time.  

"Will! Will! Will! Sweetie, wake up! It's Mom! Will!" Joyce frantically calls out to him, trying to get him to open his eyes.

But Will was trapped in Upside Down with the monster continuing to take over his body.  Violating him against his will.  He chokes as he feels the monster forcing his way down his throat.  He couldn't breathe. 

"Will, wake up!  Can you hear me?" Joyce shouts.

Will couldn't speak.  As badly as he wanted to just wake up, he couldn't.  All he could do was just stand there, choking, and take what the Monster was doing to his body.  

"Will, please, just wake up.  Please, wake up!" Joyce cries and shouts. "It's Mom!  It's me!"

Will chokes till finally...the monster filled  his body with its essence.

With a loud gasps, Will snaps his eyes open and sees he was back home and everyone was looking at him in relieve and worry.  Even terror.  

"Oh, thank god!  Thank god!" Joyce cries as she holds him close, she pulls away and cradles his face in her hands, "Are you ok?"

Will couldn't speak.  He felt so...so...he couldn't explain it.  

"Come on.  We're going home right now." Joyce says as she helps him walk back towards to school to head to the front parking lot.  She holds him close as they walk towards the car.  

Mike, Lucas, and Dustin watch Will leave with his mom, all feeling such worry for their friend.  Max stood there, completely in alarm with what just happened.  She never has seen anything like that before.  It terrified her.  

"Okay, that totally freaked me out.  Did that not freak you guys out?

"Two episodes in two days." Lucas sighs.

"It's getting worse." Mike says, completely worried for Will.  

" You think it's True Sight?" Lucas asks. 

"What's True Sight?" Max frowns. 

Lucas stutters and waves it off, "It's nothing." 

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

As soon as Joyce and Will made it home, Joyce made Will sit down and tell her what exactly happened at the school.  

"I can't remember." Will says as soon as she asks.  It wasn't completely true, he remembers everything, he could still feel the horrible, cold violation deep inside. 

Joyce sighs softly, "I need you to try." She tried so hard to be patient, but she wants to know badly what is going on with him. 

Will tries to think what to say, "I...I was on the field and...and then it...it all just went blank, and...and then you were there."

Knowing that Will was hiding something, Joyce frowns at him, "Will, I need you to tell me the truth."

Stuttering, "I am." He says. 

Joyce sighs softly and gets up to grab Will's picture of the shadow monster and her trace from the video.  

"This shape, I saw it on the video tape from Halloween night.  It's the same shape as... as your drawing. These episodes that you're having, I think Dr. Owens is wrong.  I think they're real.  But... but I can't help you if I don't know what's going on.  So, you have to talk to me. Please.  No more secrets, okay?" She says and watches Will's walls finally fall as he realizes that everything was now out, and he could finally tell everything, but something was holding him back from telling more...no matter what, he felt restrained and he couldn't show it. 

"Okay." He nods. 

"Did... did you see this thing again on the field?" She asks. 

Remembering what the monster did to him, taking over his body, "Yes." He shudders at he memories. 

"What... what is it?"

Will struggles to get the right words out to describe it, "I don't know. It's almost more like a feeling." He stammers.

"Like the one you had that night at the arcade?" She asks. 

Flashbacks of the arcade invades his mind, the feeling he had that night.  Tears begin to form in his eyes. 

"Yes."

Joyce stutters, "What does it want?"

"I don't know.  It came for me, and.."  He explains as he hears the echoing yell of his voice, "Go away!" "And I tried. I tried to make it go away.  But it got me, Mom." His voice wobbles as tears begin to fall from his cheeks. 

"Well, what does that mean?"

Crying softly, "I felt it... everywhere.  Everywhere.  I-- I still feel it."

Joyce covers her mouth in shock, processing what he was telling her.  He was invaded by that...thing! It harmed him.  

Sobbing his heart out, "I just want this to be over."

Joyce pulls him into her arms and holds him tight, "It's okay. It's okay. Hey." She rubs his back and pulls away to force him to look at her, "Listen. Look, look at me." He sniffles softly as he looks at his mom with sad eyes full of fear, "I will never, ever let anything bad happen to you ever again.  Whatever's going on in you, we're gonna fix it. I will fix it.  I promise. I'm here."

Will shudders in fear as she holds him tight.  Even though he was in his mother's arms, he still didn't feel safe.  In fact, he felt worse.  He felt that his family and friends weren't safe...and he couldn't do anything about it.  He knew it.  He has no more control.  Only the monster had control.