Chapter One

AN: this is a story that popped into my head. It's AU to the show and somewhat AU to my others fics, though everything thing that happened in the first prologue of MKUltra Ripple also is part of the back story to this fic, as are the twists in that story.

"Mom, please!" Will said desperately as he pushed on the portal. Eleven continued to focus really hard as she watched him. She wanted to help him because he was Mike's friend and because he was trapped and frightened. She understood that all too well.

"No, no, listen. I will find you, but you have to run. Run!" said Joyce.

Will turned and ran. He tripped and fell near the spot where Eleven was standing. She saw the Demogorgan creeping toward him. It usually rapidly leapt at it's victims. Eleven couldn't let it get Will. She focused all her strength on throwing the monster back away from him. Her scream attracted Will's attention. He looked up and their eyes met for a brief moment.

Eleven vanished from Will's sight. She woke up briefly in the A.V. room with his three best friends. She saw Mike standing in front of her then passed out.

Will stared at the spot where the girl vanished. He looked back at the vanishing portal on the side of the evil dimension version of his house. He was so close. He wasn't sure how long he'd been in the cold dark place, but he didn't want to be there any longer. He was so close and he had to try.

Will ran back to the portal and pushed with every ounce of strength he had. He felt some sort of current running through his body and into the thinning portal. On the other side, Joyce dropped the ax she was carrying as she saw Will's hand breaking through the membrane. She ran over and began to pull it apart. Will looked over and saw the monster starting to move.

"Mom, help! It's waking up!" Will looked over to the spot where he'd seen the girl standing. He didn't want to leave her in the dark place, but she was nowhere to be found.

"Will, reach as far as you can!" said Joyce. Her voice was much more clear to Will now that nothing was separating them. He jumped into the portal breathing clean air for the first time in days. Joyce grabbed him under his arms and pulled him the rest of the way through, both of them fell onto the floor.

Joyce held her son tightly in her arms, fearing he might disappear if she let go. Will sobbed with relief into his mother's shoulder as she rocked him and caressed his hair. Will looked over to see the claw of the monster pushing through the portal. "Mom! It's coming through!"

Without a moment's hesitation Joyce jumped to her feet and grabbed the ax. She swung it as hard as she could at the monster. "Stay-the-hell-away-from-my-son!" Joyce shouted as she swung the ax at the wall. Chester ran in front of Will and growled at the monster. The monster seemed able to dodge each blow. Will saw his mother's cigarette lighter sitting on the kitchen table. He grabbed a towel and tied it in a knot, then grabbed the lighter.

"Mom, stand back!" Will shouted. Joyce looked confused, but complied. Will lit the towel on fire and threw it through the portal at the monster. It writhed about in pain, then charged at the portal. Will backed up several steps and Joyce swung the ax several more times as the portal vanished and left a hole in the wall with sunlight streaming into the living room. Will fell to his knees panting.

"There was a girl in there, Mom," said Will. "She helped me escape, we have to help her."

Joyce set the ax down and glanced at the hole in the wall. She wasn't sure how she'd get the money to fix it, but didn't particularly care at that moment. The wall meant nothing to her compared to her children and a hole in the wall was a very small price to pay to get Will home.

"Will, honey, are you hurt?" asked Joyce as she kneeled next to her younger son. She wondered where Jonathan was and if he was okay at that moment. He'd be overjoyed to see his little brother home and safe. "Your nose is bleeding. Did you get hit in the face with something?"

Will wiped his nose and looked at the blood on his hands. He shook his head. "I don't remember. But the girl-I don't want anyone to be in that place."

"We'll figure something out. There's something very weird going on. That coroner wouldn't allow me or Jonathan in the room to see that thing they said was your body and he tried to make me sign the death certificate when that thing didn't have your birthmark," Joyce pushed up Will's sleeve and caresses the birthmark on his arm. "Why wasn't Gary doing the autopsy and why did they have guards at the door…"

"Mom?"

"We have to keep you hidden, something's going on," said Joyce.

"Some people were trying to convince you I was dead," said Will as tears formed in his eyes. "I was afraid you were going to stop trying to find me."

"Never," said Joyce as she took Will's face in her hands. "I believed what I saw with my own eyes. Jonathan and Hopper both thought it was grief, but the state troopers were trying to convince me I was crazy-"

"Like dad always did," said Will.

"Something like that," said Joyce. She helped Will to his feet. "Let's get you cleaned up, this stuff can't be good for you. And I should probably burn these clothes." Joyce indicated Will's grime covered jacket vest,

"I don't think I ever want to wear these clothes again anyway," said Will.

Joyce grabbed some clean clothes from Will's room left them on the bathroom counter for him while he was in the shower. She grabbed his dirty clothes, took them outside and threw them in the tall metal garbage can. She lit a match and tossed it in. She thought she heard some sort of scream as the flames rose in the air.

She decided to call the funeral home to see if Jonathan was there. The director told her that he'd left with Nancy Wheeler a couple hours earlier. Joyce had seen on the news that Barbara Holland was missing. What if her disappearance was connected to Will's? Nancy Wheeler wasn't the type of girl to skip school just to tell Jonathan she was sorry about Will's death.

Joyce called the police station, but Hopper wasn't there either. He was the only person in law enforcement she trusted enough to talk to about Will at the moment. She grabbed a can of soup and heated it up on the stove for Will.

XXXXXXXXXXXXXXXXXXX

Eleven woke up on the sofa in Mike's basement. She didn't remember how she got there. "Mike!" she called weakly.

Mike was instantly at her side holding her hand. "It's okay, El. You're safe."

"Safe," said Eleven slowly. She wasn't sure if Will was safe. She closed her eyes to try to find him, but was too weak to focus. "Will, Will's mom. Demogorgan."

"Will said something was coming," said Dustin.

"We should check on Mrs, Byers," said Lucas.

"El, can you stand?" asked Mike. Eleven nodded. Maybe it would be easier to see Will if they were at his house.

XXXXXXXXXXXXXXXXX

"Feeling any better, baby?" Joyce asked Will as he finished his soup. He was more thirsty than hungry.

"A lot better than I felt in the dark place," said Will with a small smile. Joyce felt his forehead and cheeks with the back of her hand. He felt cool and clammy.

"We need to get you warmed up," she said as she glanced at the hole in the wall. The tarp that was covering it suddenly seemed very inadequate. "You should get some sleep."

Will shook his head. "I don't want to sleep yet. I see that place every time I close my eyes."

"Let's at least get you over to the sofa and get some blankets for you."

"Okay," said Will. Joyce guided him to the sofa, covered him with several blankets and rocked him slowly as she held him in her arms.

"I'm so glad your home safe, Will. I'm going to do everything I can to keep you that way."

Chester put his head on Will's knee and Will smiled and scratched him behind his ears. Joyce tried to figure out what she was going to do in the next couple of days. There was a funeral for Will the next day and she knew that she had to pretend that he was dead because someone was trying to make the world believe that. Whoever it was had to be covering up some terrible secret and Will was still in danger from that person.

They were both startled by a persistent knocking at the door. "I'm going to get rid of whoever that is unless it's Hopper," said Joyce. "Stay out of sight, Will."

Will curled up on the sofa as Joyce went to answer the door.

"Mrs. Byers are you okay?" That was Mike. Will felt excitement welling in his chest. He had been afraid that he'd never see his friends again.

"Hey, Mike, Dustin, and Lucas. I'm fine," said Joyce. Dustin and Lucas were there too.

"What happened to your house? How did that hole get there?" asked Dustin.

"Don't worry about that," said Joyce. "I just need to be alone now, thanks for stopping by, guys."

"We know about the monster and we know Will's still alive," said Mike. "We want to help, Mrs. Byers. Please, let us help you save him."

"What?" asked Joyce. Will couldn't wait any longer. He threw off the blankets and ran toward the front door.

"Guys, I'm here!" Will called eagerly. Mike, Lucas, and Dustin looked past Joyce and saw their friend that had been missing for days, that they thought had been dead for a few terrible hours after seeing a body pulled from the lake.

"Holy Shit!" Dustin exclaimed. He was the first to break out of his stupor. He ran to Will and pulled him into a hug. "They pulled a body out of the lake last night. We thought you were dead."

Will quickly felt Mike and Lucas join in on the hug. Joyce noticed a young girl with blonde hair wearing a pink dress standing on the porch. She stepped out, gently put her hand on the girl's back and guided her inside. She looked around to make sure no one was watching before closing the door. Will recognized the girl as she stepped inside,

"Mom, it's her! She's the girl who helped me!"

"She helped you?" asked Lucas. "How?"

"The monster was chasing me and she stopped it," said Will. "It gave me the time I needed to crawl through the portal and get back home."

"From the place that was like home, but dark, cold and empty?" asked Mike.

"Yeah, it was like here, but everything was just dead and-"

"Upside Down," said Eleven.

"That sounds like a good word for it," said Will.

"You really were trying to help this whole time," said Lucas as he walked over to Eleven. "I'm sorry I doubted you and called you a weirdo."

"It's okay," said Eleven.

"Will, this is Eleven, but we call her El," said Mike. Will walked over to Eleven and held out his hand.

"Nice to meet you, El. Thanks for saving my life."

"Friends help each other," said Eleven.

"How did she do, whatever she did to that monster?" asked Joyce.

"She has super powers," said Dustin. "She made Troy pee himself today."

"What?" asked Will.

"He was trying to beat up Mike after Mike shoved him to the ground when he was talking shit about you," Dustin explained to Will. " It was all pretty badass. But we found her on Mirkwood when we were looking for you Monday night."

Joyce noticed the tattoo on Eleven's wrist. She remembered that Hopper had suspected Hawkins Lab in Will's disappearance and that witnesses had seen a kid about Will's age and height with a shaved head with Benny Hammond the day before he was found dead.

"Listen boys," said Joyce. "You can't tell anyone that Will's still alive. There's something going on that made people go to a lot of trouble to fake Will's death and we need to be very careful until we figure it out."

"That fake body has the exact same clothes Will was wearing when he left Mike's on Sunday night," said Lucas.

"The bad people, they did it," said Eleven.

"Oh, Jesus! What are we going to do?" asked Dustin.

"I'm waiting for Hopper to see what he knows," said Joyce. "But we need to keep Will hidden."

Eleven walked to the back door and stared out the window at the shed. She remembered seeing tired marks out front that were much larger than the ones on Joyce's car.

"El, what is it?" asked Mike.

"They've been here, the bad men," said Eleven. She walked over to Will and grabbed his arm. "You're not safe here, Will. They'll find you. They'll hurt you." Eleven closed her eyes and started to cry. Will looked as though he'd received an electric shock. He leaned on the counter for support. "I'm sorry. I opened it, the gate," said Eleven.

Will shook his head. "No, they made you do it."

"The bad men?" asked Mike.

"Hawkins lab," said Will.

"How do you know?" asked Lucas.

"I don't know," said Will. "It's like I could see her memory."

"Oh, this is really bad," said Dustin. "It was bad enough that the bad people were after Eleven, but now they're after Will too?"

"They won't get their hands on either of them," said Mike. "Mrs. Byers, El's been hiding in my basement since Monday night. Will can hide there too. The bad people might find him if he stays here."

Joyce looked at Mike carefully. She didn't want to let Will out of her sight, but had to agree with Mike. She nodded.

"Here's the plan," said Mike. "Lucas, Dustin. Start heading home. Meet me at my house in an hour. Mrs. Byers, you can drive me home while Will and Eleven hide in the backseat. We can tell my mom that I went to your house to check on you and Will and Eleven can sneak in through the basement door while we're talking to my mom."