When Eleven opened her eyes she was met with nothingness. All around her was just the empty black void that usually surrounded her when she tried to use her powers, the ground below her covered with water that was invisible to the eye but still made the sloshing around sound when she moved.

She began to walk forward with no destination pinpointed in her head. All she had guiding her along was a feeling, a feeling that told her Y/N was close.

Eleven let the feeling guide her as she silently walked through the void, only ever breaking the silence to let out a small sigh of relief when something began to appear in the distance. She didn't know what had her doing it, but Eleven found herself breaking into a run, the thought of Y/N being so close even if it was only in her mind enough to move her along.

As she grew closer, she realized that the thing in the distance had been none other than Y/N herself, the young girl hugging her body and trying to make herself as small as possible as she quietly sobbed. Eleven felt her heart drop at the sight and she didn't hesitate to slide to her knees in front of the girl, the invisible water splashing up onto her jeans as she did so.

Y/N let out a small sob as she hid her face against her knees that she was hugging close to her chest. It was obvious she was hiding from the way she kept her cries to only above a whisper level and how she kept her body as small as possible.

Eleven didn't like thinking that Y/N was actually hiding from something and that she was no one near enough to help.

Eleven stared at her friend for a moment before whispering out, "Y/N?"

The girl tensed at that, her cries silencing as her body shook less. Y/N pulled her face away from her knees and let her eyes flicker around her before they landed on Eleven. A look of utter fear was on Y/N's face, but she still managed to whisper out, "El?"

Eleven felt the tears begin to fill her eyes as she looked at her friend, nodding her head almost eagerly as if to tell her that she was here. "We're coming for you," Eleven told her. "Me, Bill, the Party, and the rest of the Losers. We're all coming to save you."

"I don't want you guys getting hurt," Y/N whispered, the fright in her eyes ten times worse now that she was thinking about her friends coming after her.

"We're coming to get you," Eleven stared firmly, tears falling down her cheek. "You're going to be okay. Just wait a little longer."

"Please hurry," Y/N finally said, nodding slightly as she realized there was no way she could change her friends' minds. There was silence before Y/N perked up, almost as if she had heard a sound.

Y/N began to shake, her eyes flickering over to Eleven as her lip started to quiver. Y/N let out a soft sob and desperately reached out for Eleven as she whimpered out, "El."

Eleven didn't even hesitate to reach out for the girl, wanting nothing more than to be able to rip her friend away from the situation she was in. But just when their hands were about to touch, Y/N let out a scream and her image dissolved before Eleven's eyes.

Eleven's hand fell through the air and hit the ground. It was like everything hit her all at once and Eleven let out a scream, her whole body shaking as she desperately touched the area around her.

"Y/N! Y/N!" Eleven cried out, the water splashing everywhere as she tried to get her friend back. The tears were freely flowing now and she was sobbing as she grabbed at nothing.

She was woken awake at that moment and Eleven came back to reality with a loud gasp, the tears in her mind a real representation of how she looked now. She was hyperventilating and she desperately looked around, barely being able to focus on Wheeler or Max who were kneeling down before her.

Their lips were moving, but Eleven couldn't register what they said. All she could do was scream and cry out her friend's name as hot tears rolled down her cheeks.

The sight of her was making everyone freak out except for Bill who had gone as white as a sheet, his eyes glossing over as she stared at Eleven helplessly. . .heartbrokenly.

Wheeler eventually just pulled Eleven close to his body, the hug he gave her secure enough that she began to calm down and was able to hold him back. It took her a couple of more minutes, but her screams quieted and she was left just softly crying as Wheeler held her.

Bill was the first to say something, finally breaking the silence with, "W-W-What happened? Is Y/N o-o-okay?"

Everyone looked to him, the desperation in his voice for needing Y/N to be okay enough to tug at their heartstrings. Eleven locked eyes with the boy and wiped at her tears as she whispered, "I don't know."

"What do you mean you don't know?" Steve asked a little aggressively, the thought of the girl being anything but okay not able to process in his mind.

"She. . .she disappeared," Eleven said, those words earning confused looks from everyone. "I saw her. She was hiding and she was scared. I told her that we were coming and then she screamed and disappeared."

Eleven began to cry again and a heavy silence fell among the group as they tried to think of what could've gotten her. Whether it was Pennywise or a demogorgon, neither would be good.

Bill clenched his jaw and looked to the ground before saying, "So she's alive and needs our help." Everyone looked to him, wondering if he wasn't quite understanding what Eleven had said.

But when they saw the tears in his eyes, they knew he had heard but didn't want to listen or believe anything other than Y/N was alive. And maybe they were the same way.

Richie nodded in agreement before clapping his hands to gain the attention of the others. He smirked at them, "Let's get to work, motherfuckers."

- - -

The Losers and the Party spent the rest of the evening preparing for their journey into the Upside Down. Having gone into the Well House late that evening, the groups were only able to get the necessary weapons they needed and plan out how to teach the other group to fight their enemy. So the next day all of the Losers had to come up with some excuse for not being able to go to school just to be able to get to Y/N's house.

Luckily Y/N's parents were still out of town, so they had no idea that their little girl was missing. As for the Losers' parents, they all believed that Richie had mono, Eddie was having a bad asthma day, Bill had strep, Beverly had bronchitis, Ben had a stomach bug, and that Mike was fighting a fever. So after their parents all left for work and the kids locked their doors, they climbed out their windows, got on their bikes, and pedaled towards Y/N's house.

They were there by nine and the game plan for the day was that the Losers would tell their story to the Party before teaching them how to fight off Pennywise before lunch. After lunch, the Party would then tell the Losers about their story before teaching them how to fight the Upside Down and the mindflayer.

That's how the Losers ended up telling everyone about what had happened to them two years ago, starting with the disappearance of Georgie Denbrough and ending with the pact they had made as they showed the others their hands.

"You guys were fifteen and decided to make your own blood oath?" Steve asked in shock. The Losers were silent as they stared at the boy before they nodded. "Well, shit. When I was fifteen, all Y/N and I did was make pinky promises."

That earned a small chuckle from the others, finally breaking some of the tension that had fallen on them since the previous night.

"So how do we defeat this thing?" Lucas asked, leaning back in his chair as he let his eyes flicker over the Losers.

"Do one of you have a secret power you aren't telling us about?" Will questioned, the look in his eyes almost hopeful as he wished for nothing more than it to be that easy. Then again, nothing ever was.

"Sadly, no," Stan muttered with a sigh.

"It feeds on fear," Beverly explained. "Two years ago, we were able to defeat It because we weren't afraid."

"So we just have to not be afraid?" Dustin asked.

"That's simple enough," Steve muttered with a shrug, not understanding why fighting this clown was so hard.

"You don't get it," Mike insisted as he shook his head. "It changes into your worst fears. It will take all of your willpower not to be afraid of what it shows you."

The Party all froze at that, their fears flashing through their head, before they all shuddered in sync. "How the hell are we going to be able to stop that stupid clown from scaring us if it changes into our worst nightmares?" Max asked.

"How did you guys do it?" Wheeler asked, his eyes flickering over the group before he stopped on Richie and gave him a questioning look.

"I just imagined your mom and I wasn't scared anymore," Richie said almost instantly before he grimaced. "Sorry, it's about instinct. But in all seriousness, you just have to think about what's most important in that moment. For us, that fucking clown was literally holding Bill hostage, so all we could think about was saving our friend and then getting the hell out of there."

"It had killed so many kids just like us that all we wanted was for it to end," Eddie agreed.

"I think we were more angry than anything. It had captured Beverly and then was threatening to kill Bill right then and there. We were mad," Ben added.

"You have to take your fear and then it into anger," Stan explained.

"Th-Th-Think of Y/N," Bill said, the mention of their friend's name making everyone tense. "Think of h-h-her and how she's b-b-being tortured down there. Th-Th-Think of how much you w-w-want to save her and h-h-how angry you are that th-th-they would even think of h-h-harming her."

The Party all nodded, completely understanding what Bill was telling them. Getting angry wouldn't be the hard part. Sure they were upset about what had happened, but they were pissed at the prospect of It or the Mindflayer touching and harming their friend.

"Don't let It g-g-gain control and w-w-winning this thing should b-b-be easy."

- - -

"Welcome to Dustin's Fool-Proof Five Steps to Defeating the Upside Down and Saving Your Friend seminar," Dustin announced as he stood before the Losers' Club with his hands clasped together. It was just after lunch and Dustin had insisted on everyone sitting down while he started the next session off.

The Party stood behind him and rolled their eyes gently while the Losers all stared at him in surprise. Richie glanced over at Eddie who was sitting beside him and gave him a look to which Eddie returned with a shrug before they turned their attention back to the boy before them.

"Let's begin with a crash course on everything you need to know about the Upside Down. It all began when Will over here went missing," Dustin began before he started rambling his way through the story, talking about how they had first met Eleven and Y/N had insisted they help her out and ending with the Fourth of July where they defeated the Mind Flayer and then Y/N moved.

Dustin clapped his hands and looked to the group before saying, "Any questions as of right now?" Eddie began to raise his hand, but Dustin ignored him and just smiled, "Great. Let's move onto the five steps, shall we?"

Eddie let his hand slowly fall while Richie chuckled beside him, which earned him a punch in the shoulder.

"Step one is knowing what you're dealing with, which I just told you so you're already partially there!" Dustin told them with a smile while Richie looked to Wheeler in disbelief. Wheeler just shrugged and Richie looked back to Dustin.

"Step Two is-"

"Okay, buddy. I think that's enough," Lucas said as he patted his friend's shoulder.

"But they haven't heard steps two, three, four, or five," Dustin complained.

Lucas just ignored the boy before gently pushing him aside. "What you guys need to know is that literally anything can be a weapon when it comes to fighting the Upside Down. I mean, we used shitty fireworks against the Mind Flayer! If we distract him long enough for Eleven to use her powers, then we will be golden," Lucas explained.

"But whatever we do, we have to be quiet. The Upside Down is the Mind Flayer's territory. We so much as slip up once and he will be on our tail as will all the other demogorgons and demodogs," Wheeler said.

"So basically we just need to protect Eleven and stay quiet so that the Mind Flayer can't sense us?" Stan asked.

"Pretty much," Steve replied with a small shrug as he messed with the nails on his bat.

"We have to make sure to close the gate," Will added. "If we don't close it, there's no telling what will happen. You guys said that It has been in our world before and we know that the Mind Flayer has been in our world too. If we don't close the gate and stop them from returning, then the two working together could be a lot worse than any of us will ever realize."

"Will's right. We get Y/N and get the hell out of there. As soon as everyone, and I mean everyone, is out, then I will close the gate and we should be home free after that," Eleven said.

"How are we going to know where to find her?" Ben asked.

"W-W-We won't. We will j-j-just have to look a-a-around," Bill explained.

"We're going to split up again?" Eddie questioned, his voice a little high in fright.

"No," Bill shook his head. "W-W-We can't. It's easier to st-st-stop us if we aren't t-t-together, so we have to stay i-i-in one big group if w-w-we want to save Y/N." There was a silence before Bill asked, "Anymore qu-qu-questions?"

Richie sighed, "I'm sure I'll have some later, but I'm good for now."

Bill smiled ever so slightly before glancing at the others. They all remained silent and Bill nodded before picking up the crowbar he was going to use as a weapon.

"Let's g-g-go get, Y/N."

- - -

When Y/N came to, the first thing she noticed was that she was still alive. How that was possible? She had no idea, but she was alive and that was all that mattered.

The next she noticed was the incredible amount of pain coming from her head, a head throb so intense that she must have hit it before she was knocked unconscious.

Then she remembered everything that had happened leading up to her waking up in a strange place. Y/N had been talking to Eleven who had been able to communicate with her with her powers before a demogorgon had found the young girl and snatched her away. Everything had gone black after that before Y/N had woken up in the situation she was in.

Lastly she realized just where she was—her school cafeteria.

Not a very frightening place for the young girl, but the decay of it all was still enough to make her shudder. The only really weird part about the cafeteria was the fact that she had not been in there before she passed out. In fact, she had been near the quarry, so how she ended up in her school cafeteria without becoming a demogorgon's lunch was beyond her.

There didn't seem to be any demogorgons in sight and Pennywise was no where near by, so Y/N slowly got up from where she had woken up in the floor before she began to walk around, her eyes darting all around her as she carefully surveyed the area.

Ever since she got trapped in the Upside Down, It and the Mind Flayer had been toying with her, messing with her mind and her fear just for pure entertainment. Y/N wanted nothing more than for it to end.

Just then the door to the cafeteria burst open, the old doors swinging open so fast that they fell off once they hit the wall.

Y/N jumped in surprise before quickly turning to state at the doorway, freezing once she realized what was standing before her.

Her crush and best friend Bill Denbrough.

Y/N froze in her tracks at the sight of the boy before her bottom lip began to quiver. "Bill?" she whispered in disbelief, her eyes drinking in his appearance as he stood before her in the jacket she had recently started wearing.

Her eyes had filled with tears and her breathing was a little erratic as she shook her head in disbelief. She didn't even think twice before beginning to run towards the boy, wanting nothing more than for him to wrap his arms around her and help get her out of there.

However, to her surprise, Bill's eyes widened at the sight of her and he turned before bolting away.

This action caused Y/N to slow down a bit before she furrowed her eyebrows and ran faster to catch up with the boy. "Bill?" Y/N called out as she ran out of the school, only to see the boy running towards the woods nearby.

Y/N's heart leapt into her throat at the thought of the demogorgons or It getting to the boy, so she broke out into a sprint, too focused on making sure that he was safe to wonder why he was running away from her in the first place.

"Bill!" Y/N continued to yell, the confusion and worry evident in her voice as she followed him through the woods.

She didn't know why, but it seemed like he was running at an inhuman like speed. Every time he disappeared from view, the moment he was in her line of sight again, his distance from her had doubled.

She didn't stop yelling for the boy until they had reached the familiar cliff that led down to the quarry, Bill having stopped just before the edge, an observation that made her heart beat erratically as worry coursed through her whole body.

"Bill?" she whispered almost hesitantly, her head tilting slightly as she stared at the boy ahead of him. "What's wrong? Are you okay? How did you get down here? Where are the others?"

The questions were falling from her mouth so quickly that she knew Bill wasn't able to process it fast enough, but she was just so nervous and so relieved that he was here that she couldn't control her own mouth.

Only when Bill turned around suddenly to look at her did she fall silent, his honey brown eyes licking with hers making her mouth fall open slightly at just how mesmerizing the boy was. Then again, he always was. She had always been able to just stare into his eyes forever, a small thing she would do whenever the boy was rambling to her about one of his favorite things all while she just watched him with a small smile on her face.

However, something seemed to be off with the way he was staring back at her. It wasn't like normal and was enough to make her flinch slightly from how harsh and cold it looked. It was like he was disgusted by her, the very look making her heart drop and her whole body grow ten times colder.

"Bill?" she whispered again, but the boy merely snarled in response before turning away.

"I-I-I was running away f-f-from you for a reason. C-C-Can't you take a hint?" he asked harshly, the words shocking Y/N to the point where she stumbled back slightly.

"I'm sorry. What?" she questioned, her voice as small as she felt.

"You h-h-heard me," Bill replied emotionlessly.