Dustin carefully enters his home and Claudia asks him how tricker-or-treating was. She notices that he's acting oddly and asks says that he's acting weird, and his "ghost trap" starts vibrating. Dustin claims that he rigged it with a motor to make it look like he caught a ghost. They both laugh and Dustin quickly goes to his room. once he closes the door, he tells the creature inside the trap to keep quiet, takes his turtle out of its case, and drops the little polywog creature into it. He drops in bits of candy bar to feed it. Once Dustin turns off the heat lamp, it comes out and chews on the candy, and names it D'Artagnan. Dustin goes to bed, and the polywog starts growing.
El watches from the shadows as Jim puts the Eggo in the box. As he goes to his truck, El steps out.
Jim wakes El up, and she turns over and refuses to talk to him for missing Halloween. He says that he's going to have to enjoy the Eggo breakfast on his own, and she sits down to eat with him. Jim realizes that El "visited" Mike, and warns that it's too dangerous. He promises that she'll see Mike in real life soon, and he's making progress with the government people. El points out that Jim has been saying "soon" for over a hundred days, and asks when it'll be time. She telekinetically throws the Eggos at him, says that friends don't lie, and walks off to her room.
At the Byers house, Bob finally locates her car keys. She asks Jonathan to take Will to school, and Bob says that he'll do it.
Dustin rides to the library and checks books on reptiles. The librarian points out that he already has five books checked out and can't check out five more. Dustin insists that he's on a journey of the imagination, but the librarian refuses. He points over her head and when she looks, Dustin grabs the books and runs off.
As Bob drives Will to school, he asks if Will had another nightmare. Will says that it wasn't, and Bob tells him about how he was scared by a clown and had nightmares when he was a boy. He finally says that the nightmares stopped when he stopped running and stood his ground in his dreams. Will admits that it sounds easy.
At school, Max asks Lucas why they call Will "Zombie Boy". Lucas explains that Will disappeared for a week, and tells her not to talk to Will about it.
Bob drops Will off, and Will goes into school as some of the kids stare at him. In class, Will notices Max staring at him. She looks away when he glances at her. Dustin comes in late and apologizes, and tells the boys that he has to show them something at lunch. He then turns and whispers the same thing to Max. The ghost trap in his backpack shakes.
Callahan and Powell tell Jim about the rotting trees that they found. Jim draws out the pattern of trees on a map, and discovers that it's centered on Hawkins Labs. He grabs his coat and leaves.
At the cabin, El sits and stares at the blank TV. She then blindfolds herself but then yanks it off and walks to the door.
Jim takes El to the cabin and explains that his grandfather used to live there. He tells her that it's her new home. He puts on a record and starts dancing, and they go to work cleaning up the place. Jim teaches her how to read Morse code, puts Eggos in the refrigerator, and sets up the TV. he then sets up a tripwire around the cabin and explains to El that it will let her know if anyone gets close. Jim assures El that the government men won't find her, and lays out the ground rules so she'll avoid detection.
El leaves, avoiding the tripwires.
Steve is playing basketball against Billy and Billy says that he heard that Steve used to turn the school until he turned bitch. He trips Steve, Steals the ball, and makes the shot. Nancy comes in and talks to Steve last night. She complains that Steve didn't pick him up, and he tells her that she got drunk and Jonathan took her home. Steve reminds her what she said about their relationship being bullshit. Nancy says that she was drunk, and Steve asks her to say that she loves him. A boy calls Steve back in to play, and Nancy says nothing. Steve tells her that she's bullshit and goes inside.
In AV club, Dustin shows the others D'Artagnan--Dart for short--and lets Max hold it. She quickly hands it off to the others, and they hand it off to Mike. Mike wonders what it is, and Dustin goes through the books trying to identify Dart. When they look at Dart, they realize that something is moving inside of it. They turn the lamp on it and it tries to jump off the table. Dustin catches it and points out that lizards like heat and light, but Dart hates it. He figures that he's discovered a new species. Will stares at it and remembers spitting up the creature in his bathroom, and hearing the creature's noises in the Upside Down.
Joyce is working at the general store when Bob comes in with lunch. They eat outside and Bob apologizes for overstepping the previous night. He says that he likes her and everything that comes with her, and figures that he's connecting with Will. Bob points out that his video cameras was a bit dinged up, and he went back and watched the tape. It showed some older kids picking on Will during Halloween, and Joyce figures that it was the Zimmerman brothers and promises to kill them. Bob admires the fact that she fights back and admits that he struggled with bullies when he was a kid. Now he's happy to be dating Joyce, and they kiss.
At Hawkins Labs, Jim tells Owens that everything is dying in a three mile radius around Hawkins Labs. Owens insists that they have the portal contained, but Jim suggests that there's been a leak. He tells Jim and his team to go out and run their tests on the area, and Jim reminds Owens that he keeps things quiet in return for the government keeping the portal contained. Jim tells Owens to convince him.
Nancy talks to Jonathan, who says that Steve told him to take Nancy home. She wonders if she does mean what she said, and explains that there's a weight she's carrying around all the time. Jonathan says that he knows what she means, and Will isn't the same. He figures that things can't go back to the way they were, and Nancy asks him if he's mad at the people who were responsible. When Jonathan says that they're dead, Nancy isn't so sure. A boy nearby turns on his radio, and Nancy confirms that Bob works at Radio Shack. She then asks Jonathan if he wants to skip fourth period with her.
As El goes through the woods, she hears laughter up ahead. She sees a mother in the backyard with her child, swinging her on the swingset.
Jim talks about his mother, and El asks if she has a mother. He says that she's not around anymore, and goes back to telling her about his family.
The mother comes over and asks if El's mother is around. El asks her where school is. The woman asks where El's parents are, and El swings the swing with her mind. When the mother glances over, El slips away.
Joyce goes home and discovers that she can't play the camera video on her VCR. She calls Bob and asks how to view it, and he tells her how to hook the camera up to the TV. Once she does, she hangs up and plays the video, and watches the older boys taunt Will. She sees the outline of something in the background, gets some paper, and traces it. She realizes that it's the creature in Will's sketch.
After school ends, Mike finds Will. Will says that it's about Dart. Meanwhile, Dustin, Lucas, and Max take the ghost trap to Clarke. Dustin insists that his discovery, and Mike and Will run in and say that it's a prank. He grabs the ghost trap and tells his friends that they have to go.
Billy and his girlfriend Vicki wait for Max. When she doesn't show up, Billy figures that she can skate home and tells Vicki that Max isn't his sister.
The boys go into the AV club, locking Max out. Will explains that what he heard in the Upside Down matches the noise that Dart makes, and Mike suggests that Will can somehow see into the Upside Down. They figure that Dart is from the Upside Down, and Mike wants to take him to Jim. Dustin objects, insisting that they have a bond.
Max starts picking the lock on the door.
The ghost trap starts shaking, and Dustin opens it. Dart has grown, and it sprouts legs. Mike tries to hit it with a mic and Dustin stops him. Dart jumps off the table just as Max opens the door, and it crawls off down the hallway. The boys go after it as Dustin yells at them not to hurt him.
Nancy and Jonathan arrive at the Wheeler house, and Karen sees them. Jonathan says that they're studying, and Nancy claims that her Walkman broke and that's why she has a Radio Shack bag. They nervously excuse themselves and go up to Nancy's room, and she calls Mrs. Holland. When Mrs. Holland picks up, Nancy tells her that she hasn't been honest about what happened to Barb. However, she tells Mrs. Holland to meet her at Forest Hills Park the next morning. The government agents at Hawkins Lab are listening in.
The government scientists collect samples of the rotting pumpkins, and Owens tells Jim that they'll run the tests. He asks Jim to keep the area clear for them. Powell radios Jim and says that he's got a report on the "Russian girl" from the mother. Jim tells him to stay there and drives off.
El goes to the school and sees Mike's bike in the rack. She touches it and then goes inside.
The boys and Max search the school for Dart, and Mike just misses El. Lucas barges into a classroom and apologizes to the teacher, and quickly leaves. In the gym, Mike sees a door open and close, and goes to check it out. He grabs a broom as a weapon and searches the locker, and finds Max. Max says that she's looking for Dart, and Mike tells her to go home. When she wonders why Mike doesn't like her, Mike tells her that she's annoying and they don't need another party member. He mentions El and says that she was in their party but moved away. Max suggests that she could be the party's "zoomer".
El hears Mike and Max talking, and peers into the gym. Max skates around Mike and he reluctantly smells. El telekinetically knocks Max off her skateboard and Mike helps Max up. When she describes what happens, Mike goes to the hallway but El has gone.
Joyce calls the middle school and asks the receptionist Doris to transfer her to the AV Club where Will is supposed to be. Doris says that Clarke already left for the day, and Joyce hangs up and drives to the school.
Will goes into the bathroom and hears Dart's noises. He looks into a stall and finds Dart on the floor, and calls to the others on the radio. Will tells Dart that he won't hurt it, and the creature snarls at him. When Will runs outside, he finds himself in the Upside Down. A blackness flows down the hall and Will runs outside.
Dustin arrives and finds Dart, and Dart jumps into his hands. When the others arrive, Dustin hides Dart under his hat and says that Dart isn't there and maybe Will has it. Mike wonders where Will is.
Will remembers what Bob said about not running, turns, and faces the creature. He yells at it to go away, but it sweeps one enormous tentacle into Will's mouth, nose, and eyes.
Written by Gadfly on Nov 5, 2017