"Holly, Jolly"

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While Nancy Wheeler loses her virginity to Steve Harrington, Barb Holland awakens in a waterless, dark version of Steve's pool, every surface covered in fleshy black vines.

"First of all, didn't need to know that... Secondly, where the hell are you Barb?" Carol, one of Steve's old friends asked.

Barb doesn't answer but raises her eyebrows, surprised that Carol even knew who she was never mind her name.

The figure that took her there pursues her as she tries to climb out, calling Nancy's name (which Nancy believes she hears momentarily) before being pulled back into the pool and going silent.

Nancy was very upset. Not only did she loose Barb but so recently to have lost Fred...

Nancy leaves Steve asleep and goes home, where an anxious Karen Wheeler confronts her. Nancy tries to play it off, despite Karen noticing her wearing Steve's sweatshirt. Jonathan Byers awakens to find Joyce talking to Will in his room, but realizes she is talking to an assortment of lights, making Jonathan watch as she asks Will to flicker one for her, which it does. Jonathan insists it is the erratic electricity and begs her to get some sleep before leaving.

"I'm sorry mom..." He mutters to Joyce. She gives him a small smile in return.

Mike Wheeler, Dustin Henderson, and Lucas Sinclair discuss "Operation Mirkwood", a plan to find Will and save him from the Demogorgon. Lucas has brought his father's army supplies from Vietnam and a Wrist Rocket slingshot, and Dustin has brought food. Dustin and Lucas argue over the validity of a nearby Eleven's powers, and Dustin tries to get her to make Mike's Millennium Falcon toy float with no success.

"I wondered where that went!" Charles mumbles to himself.

Dustin looks to Eleven. "Do you think you could make it float later?"

Eleven smirks at him.

Before leaving for school, Mike tells Eleven to meet the boys by a set of nearby power lines at 3:15. Not understanding the concept of telling time, Eleven is given Mike's watch to help. At Hawkins High, Nancy notices people are staring at her in the hall, but Steve insists he did not tell anyone about the previous night. She also notices Barb is missing from class.

Barb moves over to Nancy's side and they take each others hand. Being best friends meant Barb could tell Nancy was still upset by her death but also... it seemed worse than she thought. Had something happened since?

Home alone, Eleven levitates the Falcon before wandering around Mike's house, ending up in front of the TV.

"Woah! So you can do it!" Dustin yells excitedly. Eleven giggles.

People mainly seem quiet as they try to accept this revelation that powers exist and a girl was in their town with them. However it seemed only the odd one or two made the connection that Eleven was in fact the girl Hopper adopted and Jane from California.

As she flips through the channels, she comes across a Coca-Cola commercial and has a flashback to Martin Brenner ordering her to crush a can with her mind, which she does to his approval.

"God the poor sweetheart..."

Joyce buys several strings of Christmas lights from Donald Melvald and rigs her house up with them, hoping Will will communicate with her through them.

"To be honest, it does seem a bit odd when you watch it back.." Joyce spoke. "I get why people thought I'd lost it."

Jim Hopper is granted permission to examine Hawkins National Laboratory, checking out the other end of the drainage pipe found in the woods. The security footage of the night Will disappeared shows nothing out of the ordinary, but Hopper remembers it rained that night and there was no rain present on the footage, concluding that he is being lied to.

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