I do not own Stranger Things or any of the characters.


Explaining

Thirteen Smirked as his score flashed at him. A thousand above Max.

"There you are!" Lucas said, walking over.

"If you're about to stop me from talking to Max, you're going to be wasting your breath," Thirteen said, walking over to lean against Dig Dug, Lucas starting a game.

"I'm not," Lucas said. "I'm here to help you explain."

"I appreciate the thought, but I'm living proof," Thirteen said. "I don't need the help."

"Yes, but you were hiding in the woods the whole time," Lucas said. "I know the full story."

Thirteen stared at him for a moment before sighing. "Fine."

"Now we just need a way to get her alone," Lucas said.

"See, this is why she's mad at you all," Thirteen said.

"What?" Lucas asked, forcing a smile. "She's not mad. Who said she was mad?"

"You did," Thirteen said. "I'm a mind reader, Lucas. You haven't gotten her telling you to fuck off out of your head since you walked in. Relax. I can get her to talk to us alone."

"What are you doing here, stalker?" Max asked, glaring at Lucas.

"He's decided he wants to help explain," Thirteen said. "However, we can't tell you here. We need to go to the back room."

"Why?" Max asked suspiciously.

"Max, please, trust me," Thirteen said. "I've been arguing that you should be told since I met you. And after what happened the last time I was around Mike and Dustin, why would I do anything other than explain? Especially since I know how much it'll piss them off that I told you everything."

Max considered for a few moments before nodding. "We're not allowed in the back. How're we going to get in?"

"Lucas, go prostitute Mike's sister," Thirteen said.

"What?" Max asked.

"The guy in charge here wants a date with Mike's older sister Nancy," Lucas explained. "If we promise to get him one, he'll let us use the back room."

Max nodded and Lucas walked away, talking to the teen keeping an eye on the arcade for a moment before waving them over. They both joined him at the door to the back room, and the teen closed it and walked away.

"Okay, we're alone," Max said. "Now explain."

Sure," Thirteen said. "First, some background information. Thirteen isn't my nickname. It's the number assigned to me by the US government." He tugged his sleeve up, exposing the serial number branded to his arm. "From birth I was raised as a government experiment, because I have...certain abilities. They planned to use me as a weapon against the Russians, but last year, I broke out, along with my sister, Eleven, El for short. She's also gifted like me."

"Right," Max said. "Is the background done?"

"Mostly," Thirteen said. "Right before we escaped, one of Eleven's powers accidentally ripped open a portal, what we call a Gate, to an alternate dimension. It's very similar to this one, but opposite. Where this is a dimension of light and warmth and life, the other dimension, which we call the Upside Down, is a place of darkness and death. Even the air in the Upside Down is toxic, and the only creature we knew of from it was a monster that was preying on any person it could catch."

"We called it a Demogorgon," Lucas said.

"Lucas," Thirteen said. "Don't bother with names. Just start from the last time you saw Will before he disappeared."

"Right," Lucas said. "So, we were playing DD-"

"DD?" Max asked.

"Dungeons and Dragons," Thirteen translated. "It's a nerd game. Minimally important."

Max nodded.

"Anyway, so, right before we stopped, Will's character got killed by one of the monsters in the game called a Demogorgon. Then we all left for the night. Except, Will never made it home. There were search parties, and everyone was panicking, but there was no sign of him. Me and the others, not including Thirteen, went out to look for Will, but instead we found El. We took her back to Mike's house, and me and Dustin didn't like her, but after a little bit, she said she knew where Will was. She flipped over our game board, which we later learned meant he was in the alternate dimension and was where we got the name Upside Down from, and put Will's game piece on it, without having been told which it was. We asked what he was doing and she said he was hiding, then put the Demogorgon's piece next to his, so we started calling the monster a Demogorgon."

"And, where were you during all of this?" Max asked.

"I was keeping an eye on Ellie while staying hidden so that I could see if the men from the Lab were on their way, like a lookout," Thirteen explained.

"Anyway, El promised to show us where Will was, but took us to his house," Lucas said. "We didn't understand about the Upside Down, yet, and thought he was hiding in Hawkins somewhere, so we got mad. Then we saw ambulances and fire trucks and followed them to the quarry, where a fake body was found by cops payed off by the people from the lab. They wanted everyone to stop looking for Will, see? So the funeral was for the fake body that everyone thought was real.

"We stopped talking to El for a couple days, but then she used one of her powers to make his voice come out of a radio, so we could hear what he was saying and we'd know he was alive. But we needed a stronger radio, so we used one at the school. Eventually we found out about the Gate and tried to find it using compasses-"

"The Gate has it's own electromagnetic field, which basically means that it will make compasses point toward it, instead of North," Thirteen explained.

Max nodded in understanding.

"Right, that," Lucas nodded. "Except, when we did it, El messed with the compasses to keep us away, to protect us. I got mad at Mike for defending her over it, so we got into a fight and El lost her temper and threw me with her powers. That's the fight Thirteen mentioned."

"Oohh," Max nodded.

"Anyway, we got mad at El and drove her away, but then, a couple days later, Mike and Dustin went looking for her while I went looking for the Gate again," Lucas continued.

"When Eleven ran away from them, she started staying with me instead," Thirteen took over. "When Mike and Dustin went looking for Ellie, a couple bullies found them and almost forced Mike to jump off a cliff to protect Dustin. Meaning he actually jumped. However, Ellie caught him with her powers and lifted him back up to the cliff while I used mine to scare the bullies away, though Ellie punished the one who made Mike jump by breaking his arm. She has a bit of a temper."

"I'm starting to get that feeling, yeah," Max nodded.

"Anyway, that same day, the military at the Lab got a tip that Eleven was living at Mike's house, so they came after us. Lucas managed to warn us, since he'd tracked the Gate to Hawkins Lab, and we managed to get out of the house, then got into a car chase with them, well, car against bikes chase, ending with Ellie flipping a van with her mind and stopping them from following us. We hid in a junkyard in the woods for a bit until the police Chief, Hopper, could come get us and take us to Will's mom, who he'd somehow been taking to. We found a way to amplify Ellie's ability to find someone and used it to find Will. Then Will's mom and the chief went to get him, Nancy and Will's older brother went to lure out the Demogorgon and kill it and apparently got help from Nancy's boyfriend Steve Harrington, and we stayed with Ellie.

"In order to get through the Gate, Hopper had to sell Ellie out, though, so the military found us. We tried to get away, but were cornered. Ellie killed a bunch of them, but their blood drew the Demogorgon to us, and it killed the rest of the military there before coming after us. Due to having used my own powers extensively starting from the car chase, where I was using my powers to make a skateboard keep up with the others' bicycles and also stay on it, I was too tired to really fight the Demogorgon. I stabbed it with a spear-shapped barrier, or force-field, but then I passed out from using my powers until they almost killed me. While I was unconscious, Ellie killed the Demogorgon."

"Destroyed it," Lucas corrected. "She disintegrated it with her mind, but then she disappeared."

"She somehow got transported to the Upside Down," Thirteen said. "By the time she got back, everyone had left the school, where we were when she killed the Demogorgon, and she left. The military got me, though, and spent months nursing me back to life from a coma, then I broke out again, finished my own rehabilitation, and then...persuaded the doctor in charge to forget I exist. After the incident last year, everyone involved, except for myself, signed a bunch of paperwork agreeing to pretend it didn't happen and never tell anyone the truth. In exchange, the military let them live."

Max stared at them in silence for several long seconds, waiting to see if they were finished.

"Wow," Max said.

"It's crazy, we know," Lucas said.

"I mean, yeah, it is, but..." Max paused. "I really liked it."

"Liked it?" Lucas repeated.

"Yeah," Max nodded. "Well, I mean, I had a few issues."

"Issues?" Lucas parroted.

"You don't believe us," Thirteen nodded. "That's fair. I wouldn't either."

"Come on, seriously?" Max asked. "How gullible do you think I am?"

"Why would we make this up?" Lucas asked.

"I don't know," Max said. "To impress me? Or you're just, like, insane." She turned to look at Thirteen. "And I thought you were better than this. I thought you were at least honest."

"You're right," Thirteen said. "Sorry for wasting your time." He raised a hand, her skateboard streaking to his hand where he caught it, Max's mouth falling open. "You're free to go." He offered her the skateboard as he held his hand out, the door opening itself.

"You...that's..." Max stared between him and the door. "Real?"

"Very," Thirteen said, waving his hand and shutting the door again. "And I can do more. I can form barriers, like I said."

He formed a round platform and stepped onto it, offering Max his hand. She accepted it and he pulled her up onto the platform. Then, it began to move, swing up to their left, and Max clung to Thirteen, only for it to stop upside down, their feet still remaining stuck fast to its surface, though her hair hung toward the ground.

"Whoa!" Max grinned.

"I can also create a field around myself that alters the way people perceive me," Thirteen said as the platform flipped them back over and sank to the ground before fading, Thirteen holding a tissue to his nose.

"What do you mean 'the way people perceive' you?" Max asked.

"This," Thirteen said, focusing.

Lucas stared at him, but saw no difference. Max, on the other hand, stared, mouth agape, as his brown hair lightened to golden blond, his eyes turned ice blue, and his skin paled by several shades.

"What you're seeing now, Max, is what I actually look like," Thirteen said.

"What!?" Lucas shouted. "Hey, no fair! We've been your friends for a year and we haven't gotten to see what you actually look like!"

"Wait, seriously?" Max asked. "None of you?"

"Only you and Ellie have seen my actual appearance," Thirteen said. "At least, since I learned to change my appearance."

Max blinked in surprise before smiling. "Well, now I feel special." Her smile faded into a frown. "So...if you were telling the truth about your powers..."

"The entire story was true," Thirteen finished. "That's why Mike is so against me telling you. Because if you know, he'd lose his only valid excuse for keeping you from being a part of our group of friends. As I said to Mike, he's in love with Ellie, so it annoys him that there's a girl in the group when Ellie can't be."

"Hold on, I think I need something explained," Lucas said. "You said El went to the Upside Down, then came back? Did I hear that right?"

"Yeah," Thirteen nodded. "She and I have been living together, but it's not safe for her to be out and about, yet. The military's still looking for her. And now that Will's potentially possessed by that shadow monster, you cannot tell him she's alive. I felt that thing's consciousness when I tried to read Will's mind in the woods. It's evil. It wants to kill everything, but it also knows that Ellie is a threat. I couldn't tell why, but it's going to target her if it realizes she's alive."

Lucas nodded. "I won't tell the others. I promise."

Thirteen nodded.

"I'm sorry, did you just say you can read minds?" Max asked.

"Not to the point of seeing memories," Thirteen explained. "I can only read what people are actively thinking about, either consciously or subconsciously. Subconscious thoughts are those thoughts running through the back of you mind that you know are there, and you know what they are, but you're not actively trying to think about them, like the thought running through the back of your mind when I showed you what I actually look like."

Max's face darkened slightly. "oh, no, I wasn't...I didn't mean-"

"I know," Thirteen said. "I can tell the difference between a conscious thought and a subconscious one. Conscious thoughts are clear and easy to read, but subconscious ones are hazy and sometimes missing bits of it. I understand that subconscious thoughts aren't really what a person actually thinks about someone. You don't need to explain."

Max nodded. "Can you...not read my mind anymore? It feels like..."

"An invasion of privacy," Thirteen nodded. "It can be hard to block others' thoughts out, sometimes, but I promise to try."

Max nodded, looking around, then at the clock. "I have to go. My brother should be here to pick me up by now."

Thirteen nodded and the two of them walked out of the room with her, only for her to stop just inside of the door.

"Don't follow me out," Max said. "Please."

Thirteen nodded, and Max left, Thirteen tugging Lucas by the arm to lead him back into the arcade.

"Did she believe us?" Lucas asked.

"Of course she did," Thirteen said. "I told you, I'm living proof."

Lucas nodded. "I gotta get home."

"I should, too," Thirteen said. "Meet me at Mike's tomorrow, about eight. If anything happens that you need me for, call Hopper."

Lucas nodded and they split up, Thirteen getting out of sight before beginning to use his powers to get home fast. However, as he walked in, Eleven was missing, and there was a box labeled "Hawkins Lab" in the middle of the floor, next to a trap door that seemed to have been hidden under the couch. Beside the box was a file about missing children where Dr. Brenner or the Hawkins Lab were blamed, one in particular was sitting on top, talking about a daughter named Jane Ives. Thirteen sat down hard. Eleven was gone. She'd left to find her mother, who Hopper had apparently told her was dead. He shook his head and spread the photos of the children out on the table and began to search for the children, only finding one. Number Eight. A black girl, probably a young woman by now, in Chicago. He sighed. It was too far, especially with things the way they were. However, if he knew Eleven, she'd find her, somehow. He sighed, heading to bed, leaving everything where it was.


"There you are!" Lucas shouted, running over to him with Max. "Dustin had a code red! Dart grew again, apparently, ate his cat, and escaped."

"So he did keep the little Demogorgon baby," Thirteen said, narrowing his eyes.

"Not the important part!" Lucas said. "He and Steve Harrington, of all people, are trying to set a trap for it at the old junkyard! We gotta go!"

Thirteen nodded, forming himself a barrier hoverboard and shoving a twisted tissue up each nostril. Max glanced between it and Lucas's bike, and Thirteen chuckled, holding out his hand. Max grinned and took it, stepping up in front of him, her feet between his own, and wrapped her arms around him to stay upright. Thirteen did the same and grinned.

"Try not to throw me off balance, newbie," Thirteen said.

"Right because I've obviously never skated before," Max smirked.

"We're not skating there," Thirteen said, then used his foot to push off before beginning to propel them with his powers, Lucas struggling to keep up.

Max shrieked in surprise before cheering and laughing as they sped through the trees.

"By the way, I beat your Donkey Kong score again," Thirteen grinned.

Max rolled her eyes. "Of course you did. It's fine. You'll stall out soon enough, and I'll take top spot for good."

"We'll see," Thirteen smirked.

They both fell silent, except for Max shrieking any time Thirteen pulled of a trick, hairpin turn, or passed close to a tree, and Lucas continued to struggle to keep up, his jealous thoughts so loud that Thirteen couldn't ignore them even when he tried to block them out. Finally, after what seemed like forever, they reached the junkyard and Thirteen stopped short, he and Max getting off before he let the barrier fade, groaning and holding a hand to his head as he took the tissues out of his nose and tossed them aside.

"You alright?" Max asked.

"I'll be fine," Thirteen said. "It's just draining to get around like that."

He pulled a home-made snack bar made of bits of Eggo waffles, chocolate syrup, Rice Krispies, and honey all wrapped in plastic wrap. As he stuffed the entire thing into his mouth and began to chew it, however, he gagged repeatedly, barely able to make himself swallow it.

"What the fuck was that?" Max asked.

"Disgusting, that's what," Thirteen said. "I just mashed all the shit I usually eat to recharge together and I am never repeating that mistake."

"Ew," Max said. "That is so gross."

"Yes, yes it is," Thirteen agreed.

"I said medium-well!" Lucas shout, Max and Thirteen both looking around, finally noticing Steve and Dustin just down the hill from them, having just dumped a pair of buckets of raw beef on the ground.

"Dustin," Thirteen growled.

Max caught his arm. "Don't hurt him. He's still your friend."

"Just one punch," Thirteen said. "He's earned it."

Max hesitated before nodding.

"Hey, you must be Thirteen," Steve greeted him, holding out a hand, which Thirteen shook.

He had his hair sprayed with so much hairspray that it was almost standing on end, and had a bat with a bunch of nails through the end on his back.

"Steve Harrington," Thirteen said. "I've heard you can be a dipshit. Glad I apparently heard wrong. Now get out of my way."

Dustin began to back away instantly as Thirteen advanced. "Whatever you think I did, I swear it wasn't me!"

"Oh, really?" Thirteen asked. "Someone else hid Dart from us, only to sneak it into your house before it grew enough to eat your cat?"

"Uh, yes?" Dustin more asked than said.

Thirteen scowled, drilling a fist into Dustin's jaw and dropping him. "You're lucky we have bigger problems right now, or it wouldn't be just one punch."

"Dude, nice right hook," Steve said. "Where'd you learn to fight?"

"Reading people's minds while they trained in martial arts," Thirteen said.

Steve blinked twice before nodding. "Okay, so...uh, we gotta get this place ready for a potential fight against a monster."

"Yeah," Thirteen nodded. "We'll help."

He and Max began to help Steve gather metal panels, dropping them along the sides of the bus, but when Thirteen glanced over at Dustin and Lucas, they were crouched down behind a rotting car.

"Hey, dickheads!" Steve called out. "How come the only ones helping me out are the psychic who's supposed to resting so he can kill a monster and this random girl? We lose light in forty minutes. Let's go."

The others both nodded and all set to work. They worked quickly, reinforcing all of the old bus's windows with whatever steel plates they could find, covering the pile of meat with gasoline before making a trail of it to the door of the bus so that they could light it, and put a ladder up to one of the roof hatches for a lookout, a bunker formed around the hatch out of old tires. Then, as the sun began to set, they all boarded the bus and prepared to be very bored.


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