- Max is in grave danger - and running out of time. A patient at Pennhurst Asylum has visitors. Elsewhere, in Russia, Hopper is hard at work.
- Joyce and Murray fly to Alaska to pay a smuggler to bring Jim from Russia to the U.S. Meanwhile, Max faces her oncoming death from Vecna's hands, and tries to resolve her past. Nancy and Robin go to the asylum and meet with the one target who escaped Vecna, and try to learn the secret of his being spared.—Gislef
- That night in Lenora, Agent Stinson talks to Jon, Mike, and Will and tells them about the killings in Hawkins. She also tells them that El is in custody but it's best for their safety if they don't know where. She warns that it could take months to get El's powers back, and her fellow agents Harmon and Wallace will stay with them in the meantime. When the kids say that they have to warn their families and friends, Stinson says that they can't because there are factions in the government working against El, and are searching for her. Stinson gives Mike a letter from El, and he goes to his guest room to read it. In it, El says that she's gone undercover to become a superhero again.
In Hawkins, Robin and Nancy drive to the high school and meet with the others. Max points out the spot on the hallway floor where the grandfather clock appeared, but now it's gone. Steve and Dustin found her kneeling in the hallway, seemingly in a trance. She shows the others Kelley files about how Fred and Chrissy had headaches and nosebleeds, the same as she has been. max doesn't know how long she has until Vecna's curse catches up to her like it did to them, but Fred and Chrissy both died 24 hours after their first vision. She figures that she's going to die in 24 hours.
The group hears something outside, and Steve grabs a lamp as a club and goes to investigate. The others follow him and Lucas comes out from a side hallway. He tells Dustin that he's been with his basketball teammates and they're trying to capture Eddie, and they think Dustin knows where he is. Dustin tells his friend that they have bigger problems then Jason, and glances at Max.
The next morning, Jason, Patrick, and Andy go to the Sinclair house. Erica answers the door and abruptly tells them that Lucas isn't there, Jason goes back to his teammates and tells them that Lucas tricked them, and they drive off.
At Nancy's house in the basement, Robin and Nancy show the others what they found out about Creel. Dustin figures that Victor knows how to beat Vecna's curse, and Lucas wonders how Vecna got through from the Upside Down in the 50s, if El opened a gate to it in the 80s. Max is at Dustin's desk, writing, and Dustin wonders what she's writing. Nancy says that she and Robin have a plan. Nancy's friends at the university have created fake IDs for them saying that their psychiatry students from the university, so they can get in and see Victor. There's no ID for Steve, and he goes with her to her room and she says that Steve has to stay and bodyguard Max. Nancy points out that they need to pose as academic scholars and Steve isn't convince as such, but Robin will be with one of her blouses.
In Alaska, Joyce and Murray check into a motel and Joyce tries to call her kids but gets a busy signal. Murray tells her that she can do it later, and right now they need to be at the payoff for Jim.
At the Kamchatka prison, Jim leaves his cell and Dmitri tells Jim to run through the forest, and Yuri will meet him there and take him to Alaska. The guard warns Jim not to hold out too much that the plan will work, and trips Jim to make it look convincing that Jim is still a prisoner. Jim's manacle passes the inspection.
At the Byers house in Lenora, Harmon and Wallace watch TV. Jon goes to the refrigerator to get something to drink, and see a photo of him and Nancy stuck there. There's also a coupon for Argyle's pizza place, and Jon takes it. Meanwhile in Will's bedroom, Will worries that people will notice they've gone incognito while Mike stares at El's note. Mike finally tosses the letter away and tells Will that before the cops came, he and El had a bad fight and they've never had a serious fight before. His friend tells him that he'll see El again and can say what he has to, and they should worry about Hawkins. Jon comes in and says that they can't stay there, and have to get to Hawkins to save it. He says that they'll get a car from Argyle, and shows them the pizza coupon. Mike and Will go downstairs, tell the agents they're hungry, and show them the coupon. The agents agree and call the pizza parlor, and get Argyle on the phone.
Max puts the letter in an envelope and puts Billy's name on it. She then gives an envelope to each of the boys, and two others for Mike and Will. She tells them to open the envelopes later and says that they're "failsafes" for later if things don't work out. Lucas assures her that they will work out, but Max doesn't believe him. Max confirms that the radios will work all the way to East Hawkins, then walks out and heads there. The boys follow her, and Steve tells her to stop. Max tells him to drive her where she wants to go, and Steve gives in.
Robin and Nancy drive to the asylum and meet with Director Anthony Hatch, who tells them that they have to go through the board. Hatch offers to let them talk to some of the patients, in low-security, and Robin snaps and says they followed all the protocols and have been denied anyway. She goes on about how she became obsessed with Creel during summer camp, and Hatch, and how Hatch isn't taking them seriously because they're women. Hatch gives in and takes them to Creel.
Joyce and Murray drive to the airport hangar where the smuggler Yuri is waiting. A man comes out and tells them Yuri isn't there, and that bears got into the plane and killed him. He finally admits that he's Yuri, and was tricking them, They pay him the $40,000 and he counts it.
At Kamchatka, Jim and the other prisoners are working on the rail line. Jim walks toward a work shed. When the guard aims his rifle at him, Jim shows him the broken head of his sledge hammer and motions that he's looking for a replacement. The guard goes in to get a new hammer, and Jim follows him in and clubs him unconscious. Another guard notices Jim is missing and goes to the shed. Meanwhile, Jim pries his broken foot out of the manacle. The guard comes in and aims his rifle at Jim, and Jim attacks him and manages to kill him, although the guard manages to fire one shot. Jim barricades the door and climbs out through the roof while the other guards try to break in, and the guards finally do so and find that Jim has left a stick of burning dynamite. They run just as the dynamite explodes, while Jim steals a snowmobile and drives off into the forest. The prisoners cheer and even Dimitri is impressed.
Steve and the others arrive at the trailer park, and Max gets out and tells them to give her twenty seconds. She goes into her family trailer and leaves letters for them, and sees her mother hanging clothes in the backyard. The girl out and tells her mother she left some letters, and says that she's worried that something might happen to her. Max's mother says that nothing will happen to her, and wonders if something is going on. The girl says it's nothing and she's just being silly, and her mother hugs Max and says nothing will happen to her. Storm clouds gather overhead, and Max's mother says the only thing that will happen to Max is what she deserves. Max sees the hanging clothes covered in bloods, and her "mother" won't let Max go. The mother turns into Vecna, who sees the letters won't make things right. Max pulls free and sees that the yard is empty. She goes back to the car and tells Steve to drive.
Hatch takes Robin and Nancy to Victor's cell, and they convince the director to let them talk to Victor alone. Victor says that he doesn't talk to reporters, and they say that they're her because they believe him and need his help, and say that Vecna is back. He turns, revealing that his eyes have been sucked out.
As they pack to go, Mike thanks Will for knocking some sense into him, and Hawkins isn't the same without him. Mike figures that no matter what happens next, they should work together as best friends. As Will agrees, Argyle pulls up in his delivery van. Wallace answers the door and a soldier shoots him. The boys hear the shots and Harmons returns fire, shooting him. Jon goes to investigate, then runs back and tells Mike and Will to run, while another soldier shoots at Harmon. Someone shoots through their window, missing, and they run to Harmon who leads them out. More soldiers come in and fire, and Harmon manages to kill most of them. Harmon is hit, and Argyle pulls up and the boys get in with the wounded Harmon and tell Argyle to drive off.
Yuri finished counting the money and Joyce tells him to get Jim. The pilot goes wants to call Dmitri to make sure Jim is still alive.
Jim drives the snowmobile through the forest and comes to a town. He walks in, finds a church and the key hidden under a rock, and goes in. The place is filled with contraband, and Jim finds peanut butter to eat and blanket to cover over so he can sleep.
At the prison, Dmitri gets a call from Yuri. Yuri says that they can keep the $40,000, and turn Jim in and get the reward. He's also called the warden and told him Dmitri is corrupt.
At the church, guards burst in and capture Jim. At the prison, they also capture Dmitri. At the hangar, first Murray and then Joyce pass out from the drugged coffee Yuri has given them.
The guards capture Jim and Dmitri, and beat them.
Yuri hears the noises, kisses the receiver, and hangs up. He then makes sure Joyce is unconscious, and tells her she'll be united with Jim soon.
Max directs Steve to a cemetery and gets out. Lucas convinces her to stop and listen to him, and says that he knows something happened with her mother. He asks if it was Vecna, and wonders why he keeps pushing her away and won't talk to him or her friends. Max tells him to wait in the car.
Nancy describes what happened to Vecna's victims, and asks Victor if it sounds familiar. Robin asks how he survived Vecna, and Victor tells them that he's still in hell. He describes how his family moved into a new home, but Victor's son Henry sensed that something was wrong. After a month, mutilated animals appeared around the Creel house. The family suffered from waking nightmares, Vecna killed Victor's wife first, the same way that it killed Chrissy and Fred. The door was sealed so that Victor couldn't save his children, and when he broke the door open, he had a vision of being back in France during the war. During the war, Victor had ordered a shelling on the wrong target, killing children by accident.
Vecna killed Victor's daughter and Henry slipped into a coma and died a week later. In the asylum, Victor tries to kill himself with a hidden razor bleed but only ended up disfiguring his eyes. Hatch stopped the bleeding. Sobbing, Victor curls up on his bed and doesn't respond to Nancy. Hatch comes in and tells the girls that he talked to their supposed professor, and confirmed they're not his students, and he's called the police.
Max sits at Billy's grave and reads her letter to him. In it, she says that their family has fallen apart since he died, and she has fallen apart as well. She can't tell anyone how he really died saving lives, and wanted to tell him before she died that she wishes they had been friends like a normal brother and sister. Max hopes that he can hear her, and apologizes. The clouds darken overhead and Vecna calls to Max.
In the car, Steve looks over and sees Max sitting motionless by Billy's grave. He finally goes over and finds Max in a trance. In the vision, Billy appears to Max and says that he's been waiting to hear her apologize. Meanwhile Dustin and Lucas run over.
"Billy" tells Max that she said isn't the full truth, and says that a part of her wanted him to die that day, and even happy. He tells her that's why she doesn't tell her friends the truth, and sometimes wished to follow him into death. Billy says that he's there to end her suffering, and Max falls on her back. "Billy" turns into Vecna and says that it is time for her to join him.
In the real world, the boys try to wake Max without success. Dustin runs to the car, and yells in the radio to Robin and Nancy, saying that it's a code red, but gets no response.
Nancy tells Hatch that their friend is in danger, but he doesn't believe them. Robin sees the patients in the general ward listening to music to calm themselves. As Hatch and the orderlies take them out, Robin tells Nancy her idea about music and maybe it's a lifeline back to a victim's reality. Nancy and Robin run for their car.
Max runs through the cemetery then hides behind a tomb. Vecna approaches her and says she cannot hide from him.
Nancy drives away, while Robin hears Dustin on the radio. She responds to him, and he asks if they've figured out how Victor escaped Vecna.
In the cemetery, Max yells to her friends for help. The cemetery behind her glows with lightning, and Max walks into the mist.
Once Robin tells Dustin her theory, he gets a Walkman and tapes from the car and runs to the others.
In the mist, the ground turns to tar. Max finds herself in the Upside Down, and keeps walking forward.
Dustin joins the others and asks Lucas what Max's favorite song is.
Max finds the ruined house, with grandfather clocks and doors hovering in the air. Chrissy's corpse is suspended from one pillar, and Vecna tells Max to come back to him. He appears and asks Max if she would like to join them. Max runs, but a tentacle grabs her leg and pulls her onto one of the pillars and other tentacles hold her there.
The boys find a tape of Max's favorite song, put it in the Walkman, and play it while putting the earphones on her head. In the Upside Down, a portal appears to the real world. Vecna tells Max that the others can't help her, and she belongs there with him. Vecna reaches for Max's eyes, and in the real world she levitates into the air. Max sees her friends through the portal, and remembers what Lucas said to her earlier. She remembers her times with her friends, stabs Vecna in the neck, then breaks free of the te4ndrils and runs to the portal. Vecna drops floating debris on Max, who evades it and keeps running.
In the real world, Max comes out of her trance and drops back to the ground. Lucas hugs her, and Max mumbles that she's still there.
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