In the Wheeler's basement, Eleven's head rested on a pillow, her feet propped up next to Mike as she lay across the sofa. Lucas sat in a recliner across from them, Dustin not very far away at the bottom of the basement stairs. Mike drummed his knees anxiously.

Wyatt can already tell that he was growing frustrated.

"Who was that?" Mike asked. "The one who told Will to run?"

"He said mom, so it's gotta be Miss Byers," Wyatt explained.

"Why does it matter?" Lucas sat slumped over as if everything was hopeless.

"Maybe they have Will!" Mike shot back.

"But Will didn't say anything about being with someone." Dustin pointed out.

"C'mon!" Mike knew that voice had something to do with Will's disappearance. "El, do you know who that was?"

The girl simply shook her head.

"Well, then what was Will saying?" Mike struggled to remember. "Like home...Like home...but dark?"

"And empty," Lucas added.

Dustin attempted to recall the other part. "Empty and cold. Wait, did he say cold?"

"I don't know," Lucas answered in irritation. "The stupid radio kept going in and out."

Dustin sighed again, looking up at the ceiling. "It's like riddles in the dark."

Eleven watched the four wearily.

"Okay so..." Wyatt stammered, "Do we speak elvish or some shit?"

fuck fuck fuck!

"That means the body-it was fake."

"What?" Dustin asked.

"The body," Wyatt repeated. "His body, Will's. It's a fake. Someone's trying to cover it up."

This time, the boys sat in silence, until Eleven spoke up,

"Bad men,"

"Bad men?" Lucas asked. "You mean, the bad men that are after you?"

She only nodded, and Lucas huffed while Wyatt sighed and felt the need to slam his head into a table.

"Fantastic," Lucas said with a sense of disdain in his voice, "So not only do we have to worry about getting Will back, but now we also have to be concerned with these bad men trying to stop us and coming after Eleven-"

"It's not her fault," Mike cut in immediately.

"I never said-"

"No, but you were implying it!"

"He wasn't Mike," Wyatt stepped in. "What I think Lucas is trying to say is that we have to deal with a whole bunch of mess without adults. A-and we can't even tell them because-"

"We're too deep in this shit and god-fuck," Lucas groaned. "They wouldn't believe us and they would take the freak!"

"She's not a freak! Why are you being so rude-"

"Why are you so blind?! This is an actual problem! And you're too concerned over your stupid crush-"

"Upside Down," corrected Eleven tiredly.

Lucas and Mike turned carefully and looked at her. "What'd she say?"

"Upside Down," Mike repeated. It all dawned on him at that moment.

"What?"

"Upside Down," Mike repeated again emphatically.

Wyatt raised his eyebrow yet felt his body once again tremble, as though he had a need to throw up.

He watched Mike hurry over to the table in the middle of the basement holding up the Dungeons & Dragons game board,

"When El showed us where Will was, she flipped the board over, remember?"

Wyatt recalled the time and for a split moment, the realization hit him. "Upside down." He muttered. "Dark. Empty...."

Mike looked at him, "You know?"

"Will's in the Upside Down." Wyatt said, "What if like, I don't know how but what if he wasn't missing in the woods? What if he was trapped in another dimension."

"Like the Vale of Shadows," said Dustin in sudden realization.

They all looked at each other in alarm as Dustin pulled out the large guide for Dungeons & Dragons, opening it to a page titled 'The Vale of Shadows'.

Dustin read aloud to the others, "The Vale of Shadows is a dimension that is a dark reflection or echo of our world. It is a place of decay and death. A plane out of phase. A place of monsters."

Wyatt's eyes widened, glancing at Mike fearfully as well as sharing glances with Lucas as Dustin quietly added, "It is right next to you, and you don't even see it."

"But ...how...how do we get there?" Lucas asked with a sullen voice.

"You cast Shadow Walk," Dustin offered.

"We could," Wyatt told him. "If we were in the game."

"We can't Shadow Walk, but..." Dustin looked over at the sofa. "Maybe she can."

Mike and Lucas both turned to stare at Eleven. She merely stared back, her head still resting on the pillow, wiped from her earlier demonstration.

"She might be our last hope," Wyatt told them. "We can't risk this now knowing that...you know..."

"Do you know how to get there?" Mike gently prodded. "To the Upside Down?"

She gave a small shake of her head, her expression blank. Wyatt's frown lowered quickly as he knows that this will be a long road to get towards. One that he doesn't wants to cross, not ever.

Without anyone knowing, Wyatt rubbed his eyes for a moment and then held a hand on his chest, then letting out a deep breath.

"Oh my god," Lucas muttered under his breath. Groaning as he leaned back in his chair, looking at his friend who felt the same.

"Look," Dustin suggested. "It's getting late, we're clearly all tired."

"And El needs to charge before we have her do anything," Mike added, and the boys nodded in agreement. "We'll reconvene tomorrow."

"Will's funeral is tomorrow," Lucas muttered.

"That's not Will and we know it," Wyatt muttered, glancing at the group. "Perhaps tomorrow we can ask Mister Clarke about this? Everyone who knew Will is gonna be there, so wouldn't mister clarke be there?"

"We're going there?" Lucas questioned as though there was a sense of betrayal in that.

"It would be really suspicious if we didn't Lucas." Wyatt's voice sounded tiring mixed with thin glass words. "Let's just act all mournful and shit, then we find Clarke and ask him."

"Wouldn't he be suspicious?" Lucas furrowed his brows.

"We'd be lying if it wasn't us." Wyatt gave out a smirk.

As soon as it turned to night, Dustin and Lucas left, leaving Wyatt and Mike alone in the basement. Wyatt sat on his blanket side, thinking about the possibilities of what they were getting into.

"Hey," Mike called out. Preparing his side of his sleeping back, after telling Karen that he was having a sleepover night with Wyatt downstairs. He asked his mom not to bother them so that she in reality wouldn't find out about El.

"Hello," Wyatt greeted.

"You okay?" Mike asked him, noticing the unease look on his face.

"Uh, yeah," Wyatt quickly concludes. "Uh, y-yeah, yeah...I'm fine. Why wouldn't I be? I mean I'm always alright?"

"Then why are you tapping your foot?" Mike looked at him, "We all know you get nervous when you do that."

"Oh...uh...it's just..." Wyatt sighed. "I don't know....all of this just seems too much."

"Too much?"

"Just everything," Wyatt looked at his friend, his eyes filled with stress and anxiety as he took a deep breath before continuing, taking a few pauses while he spoke, "I...I don't know Mike. Other dimensions? Monsters? Suddenly someone can...do things that....just doesn't make sense. It's not real. It shouldn't be real. B-but it is and honestly, i-it scares me."

"Yeah, it's weird-"

"It's frightening," Wyatt told him. "Everything almost is thrown out the window."

"Wyatt we all have to go there if it's true," Mike told him, sitting down next to him and placing a hand on his shoulder, "If we don't do anything, Will's gonna actually die....and El will be captured. And one of us will be next to disappear."

Wyatt's head lowered, his core silently shaking as his eyes refused to close yet urged to as Mike continued,

"And we need you, Will needs you."

Wyatt remained silent, closing his eyes, wanting to say no and be done with it all. But...Will...

"This is a huge risk we're taking Mike." Wyatt said hesitantly, "Soon enough it's gonna get one of us killed."

"Yeah," Mike nods, "B-but we're good at taking risks....right?"

Mike gives him a comforting smile and Wyatt as usual, scoffs at being the good friend all the time. But how could he abandon such an innocent because of the doubt and fear in his heart? Never could he forgive himself with that thought in mind.

"Alright," Wyatt closed his eyes before looking Mike directly in the eyes, "We'll look into it tomorrow and if the possibility is true, then we'll go there. We'll...we'll find Will whatever it takes."

"Whatever it takes," Mike nods again, "Besides, we won't be alone. I promise we'll all stick together and grab Will."

"Together?"

"Together."

Wyatt gave the club leader a small smile before nodding. "All-Together."

"Forever fight as one." Mike chuckled alongside his friend.

As the two chuckled, it was interrupted when they saw the light flicker in the basement. Both turned to hear small whimpering from El, glancing at each other before they slowly made their way towards El.

"What's happening to her?" Wyatt asked, his eyes locked onto hers in a worried manner as Mike went closer to grab her, and the young girl, whose eyes were still closed, started to move violently. As though she was trying to get away from something.

"El? El?" Mike held her in his arms as Wyatt watched, not knowing what to do until Mike turned to him. "She's having a nightmare."

Wyatt swallowed before sitting beside the two, placing his hand over El's shoulder, his hands warm and gentle as Mike was, with a little pressure on his end, as he whispers.

"El? El, wake up," Wyatt spoke to her.

"El?" Mike silently yelled.

Both Wheeler and Jones stared confusingly, unable to know what to do in this manner. The only thing they could do was watch until El open her eyes tearing out with a "No!"

"El!" Wyatt placed his hand over her mouth as El tried to get out of their grasp, her eyes seeing something else entirely as she whimpered.

"No...no..." El cried out, her head shaking as Mike's arms were wrapped around hers while Wyatt placed a hand on her shoulder.

"Hey...hey...it's us." Wyatt placed a hand on her cheek and motioned her to look at them, her eyes were laid in fear until it wasn't.

"Mike...Wyatt.." El let out, her vision seemed to be back to normal.

"Yeah," Wyatt gave her his small smile with a nod. "Hey."

El looked up to see Mike holding her as she felt at ease and comfortable now, making both boys sigh in relief.

"It's alright El," Mike assured her. "You're safe."

"Aye," Wyatt agreed, his hand gently squeezing onto her right shoulder. "You okay? The badman isn't here. Not anymore, just us."

"Scared." She admitted.

Wyatt and Mike knew what she was possibly scared of but hesitant to say, both making small glances at one another, wondering who was gonna say it until she said,

"Badman..." El teared up, "....He'll find me. I'm a monster."

"No." Wyatt shook his head.

"No?"

"You're our friend El....and a part of us now. And you're certainly not a monster." Mike told her.

"Honestly, besides uh...stuff Lucas and I said, I can't recall any time you did something that even remotely depicted you as a monster."

Wyatt felt ashamed at that moment, reflecting back on how he and Lucas treated her. While he never said anything most rude as Lucas did like calling her a freak and a whole bunch of things, Wyatt DID wanted her gone. Possibly out of fear because of what she could do that was outside his knowledge or... possibly that he wanted to just cope with Will's disappearance and now the missing of his sister and Barb.

"You guys," Mike sighed. "Lucas is harsh but I understand your reasonings, Wyatt."

"But it was no different than Lucas'," Wyatt stated. "I'm sorry."

"I'm sorry," El muttered.

"No, I'm sorry," Wyatt shook his head. "I treated you like shit and I was wrong for that. E-even if I did, I feel like I and Lucas were a bit too rough on you. Things could've gone out differently so I apologize."

El looked down, Wyatt didn't know how but he suppose due to what he said and the expression she made, he could feel like she guilt-tripped him or something.

"Don't blame yourself," Wyatt told her. "You're not at fault. You're only trying to help and be our friend. So I promise. Once we find Will, things will be different...." He paused. "I swear."

El nods. "F-friends?"

"Best friends," Wyatt corrected smiling at her. "From now on. We can sort of be sibling-like if you like, I'm already like older than these guys."

"Only be a few months," Mike corrected.

"Shut up," Wyatt let out a slight chuckle.

"....B-brother?"

"Uh, yeah," Wyatt nods. "If you like."

El nodded, letting out a smile as a tear of joy dropped, Wyatt looked into her eyes. It was glimpse of happiness, it was as though it were the first time she's been like this it seems,

"T-thank you...both of you."

"You're our friend, El."

"And we wouldn't have it any other way."