Billy was frozen to the spot for a moment, too scared to move, when he heard a soft moan from where Krystal had fallen. This spurred him to rush over to Krystal, dragging her away from the bricks that lay scattered all around her. He pulled her onto his lap, calling out her name as he shook Krystal's shoulder lightly. Krystal flopped against him, blood seeping from the back of her head, and showing no sign that she could hear him. She had been through so much in the past few days, how much more could her body take?

"You've lost" Eleven's sinister voice insisted, as Billy's eyes flickered up.

His jaw dropped open as he watched Eleven place her hands by her side, using her powers to propel herself into the air. The others all stumbled backwards as they watched Eleven hovering in the air, rising over the balcony and heading towards them. Steve dropped to his knees, shaking his head, looking like he was close to having a breakdown. He couldn't take anymore.

"El, you need to fight this—" Hopper began, but she quickly cut him off.

"Eleven is long gone" She retorted, lowering herself to the floor.

"She's a fighter. She's beaten you before. She'll beat you again" Hopper insisted, as a strange giggle left Eleven's lips.

"How could she defeat me when I've already won?" Eleven stated, quirking an eyebrow.

The teenage girl then turned to the decaying Benny, who was racing forward a second later, his rotting legs slowing him down a little. He was looming over Billy and Krystal before anyone could stop him, as he reached out to grab the unconscious girl.

"No! No, leave her alone!" Billy cried, trying to push him away, but the corpse was stronger than he looked.

Billy's eyes widened as Benny's bony hand went around Krystal's neck, his intentions clear. Billy kicked out at the creature, his hands flailing as he tried to push him away from his girlfriend. Krystal's eyes suddenly flickered open, as she started to make choking sounds, weakly pawing at the hand that was strangling her. The more Billy tried to push the man away, he only ended up making Benny's hand clamp harder over Krystal's neck.

"W-what's happening to the flayed?" Erica questioned, seeing that Eleven had come to a halt in front of them.

"The veins on her neck…they're disappearing" Dustin murmured, as they all saw it was true.

The deep black veins that had clawed their way underneath Eleven's skin were slowly disappearing as the teenage girl clutched at her head. Hopper took a cautious step forward, placing his hand on Eleven's shoulder as her head snapped up towards him.

"El?" Hopper exclaimed, seeing that the veins covering her eyes were also receding.

All of sudden, Max sprang out of nowhere, jumping onto Benny's back, her arm going around his neck. With an animalistic ferocity, she gave a hard tug, hearing something snap underneath her arm, but Benny still wouldn't stop. However, his grip on Krystal had lessened, which allowed Billy to grab one of Benny's hands and pull his fingers away from where they were clenched around Krystal's neck. He grimaced as he broke off two of the fingers that were little more than bones. Max jumped off Benny and gave a hard kick to the back of his legs, sending him off balance. Billy then sent a punch to Benny's rotting face, who stumbled over from the force, collapsing onto his side.

Almost immediately the veins began to rise underneath Eleven's skin, her eyes growing almost black again. She shoved Hopper away from her, with immense strength, as he almost collided with Murray.

Meanwhile, Billy was quick to wrap his arms around Krystal's waist, hauling her upright, wanting to get her away from what was left of her father as possible. Max ran over to the pair, placing her sister's arm over her shoulder, as Billy gave her a grateful smile.

"Where the hell did you learn to do that?" Billy questioned.

"I'm Krystal's sister, I know how to handle myself" Max pointed out, as Billy let out an amused snort.

"Guys, I think we're gonna' need to run" Murray called over to them, watching as Eleven started to advance on the group.

Robin grabbed Steve's arm a second later, and pulled him to his feet, not wanting him to be left behind. Steve gave her a guilty look, knowing he was slowing down the group. He was too scared to move. Too guilty to speak. This was all his fault, he thought to himself.

"What happened? Why are the veins coming back?" Dustin asked, as they crowded together.

"It's Krystal…she's connecting them" Hopper realised, turning to the brunette who was barely able to stand.

"How do we break the connection?" Robin frowned, as Hopper's jaw clenched.

Murray's eyes widened as he realised what the look Hopper was giving Krystal meant. The connection broke down when Benny was killing her. If Krystal were to die, would it mean all the flayed would be free?

"Don't even say it" Billy spat out, having come to the same realisation.

"We might not have a choice" Hopper retorted, seeing how the other flayed were making their way down towards them on the escalators.

"No one is touching her!" Billy glared, pulling Krystal a little closer to him.

"You're clutching at straws. I told you…it's too late" Eleven insisted, but there was a hesitant tone to her voice.

"I've got a plan" Murray whispered to them, gesturing towards one of the diners on the other side of the mall.

"Is it a good plan?" Billy hissed.

"...It's a plan, okay? Just trust me" Murray replied, ushering them to follow him.

The group took off running a second later, with Billy and Max having to all but drag Krystal, who was still barely conscious. Murray rolled over the counter of the diner, going straight towards the two cookers hidden behind the worktop. A bad feeling settled in Billy's stomach as he jumped over, turning back to pull Krystal into his arms, who clutched at his shirt.

"The hell are you doing?" Dustin gaped, crawling over the worktop, watching Murray turn all the hobs on.

"Giving us a head start" Murray mumbled, pulling a set of matches from his pocket.

"Or barbecued teenagers" Billy stated, watching Murray roll his eyes.

A moment later, a hand grabbed the matches from him, as all eyes turned to Steve, who had a determined look on his face. The least he could do was give his friends a chance to escape.

"I'm the fastest runner here" Steve pointed out, as Hopper helped Erica jump over the counter.

"No! You can't—" Dustin began, but Steve cut him off.

"We don't have time to argue. Go!" Steve insisted.

"It's my plan. I should be the one to do it" Murray complained.

"Murray, you can barely jog, let alone run" Billy argued, as Murray let out a loud sigh.

"You run like hell, got it?" Murray told her, as Steve nodded, nervously.

"Just close that gate. Stop this" Steve insisted, as the others pushed the back door to the diner open, beginning to rush through.

"Never thought I'd say this…but thank you" Billy exclaimed, a sad tone to his voice.

"Don't mention it" Steve replied, giving him a small smile.

"I'll stop this. I promise" Krystal spoke up, her voice strained, eyes connecting with Steve's for a moment.

"I know…now go!" Steve insisted, her eyes flickering over to where Eleven and a group of flayed were almost at the diner.

Scrunching her eyes shut, Krystal allowed Billy and Max to pull her through the back door, even though her legs begged her to run back. It was breaking her heart having to leave Steve behind, but she knew they couldn't stop. If the Mindflayer won...it would be the end of the world. Literally.

"Robin, that means you too" Steve stated, seeing the teenage girl hadn't moved a muscle.

"Scoops employee's stick together" Robin shrugged, as Steve gave her a look.

"We might not make it—" Steve began, but Robin cut him off.

"You're my best friend, Steve. My only friend. There's no way I'm leaving you behind" Robin insisted, as Steve pulled her into a quick hug.

"And I guess seeing as we're probably about to die, I need to tell you something. Steve, I—" Robin began, as Steve cut her off.

"Like girls?" Steve finished, as Robin pulled away with a shocked expression.

"H-how did you know?" Robin gaped, making Steve snort.

"You're not exactly subtle, Robin" Steve teased, as the pair shared a smile.

With their hands joined together, they walked with shaky legs over to the back doors and struck one of the matches, waiting until the flayed were just a little closer. They only had one shot and they had to make sure it counted.

"You're going to need a big flame than that" Eleven scoffed, seeing the dwindling match in Steve's hand.

"I've got that covered" Steve hissed, throwing the match in the air, as it collided with one of the hobs.

Krystal, Billy and Max, who were at the back of the group, were thrown off their feet as the wall at the end of the corridor exploded. They fell with a thump on the ground, looking back to see smoke billowing towards them, parts of the ceiling nearby having collapsed in on themselves. When they saw none of the flayed chasing after them, it seemed like the plan had worked. For now at least. Krystal felt tears welling in her eyes when she saw there was no sign of either Steve or Robin. Had they made it?

"We need to get to the elevator. It's the quickest way to the gate!" Erica exclaimed, as she ushered them forward.

"What about Steve and Robin?" Dustin queried, in a panic.

"They made their choice, kid. We've got to keep going" Hopper sighed, as they all reluctantly jogged down the corridor.


"So, how exactly are we going to close the gate?" Murray asked, as they all bundled into the large elevator.

"Just leave it to me" Krystal muttered.

"Alexi made it seem pretty difficult—" Hopper began, as Krystal cut him off.

"Trust me, I know what I'm doing…" Krystal trailed off, before passing out, only just caught by Billy before she could hit the ground.

"Well, that's encouraging" Erica scoffed, earning a glare from Dustin.

"Alexi said we need to find the keys. They can shut the machine down" Murray exclaimed, helping Billy to haul Krystal into his arms.

"How the hell are we gonna' find them? Before or after the Russian's shoot and kill us all?!" Hopper argued.

"Not helping" Max murmured, coming to stand close to Billy.

Suddenly, the elevator came to a halt and the bulky metal doors opened, revealing almost a dozen Russian soldiers, all with their guns aimed at them.

"Не стреляйте! Мы союзники. Посланы товарищем...Молтов?" Murray cried, waving his hands in the air.

"Они американские ... посмотрите на их одежду. Стреляй в них!" One of the soldier's yelled, making Murray gulp.

"What did they say?" Hopper hissed.

"I don't think they like our clothes…" Murray trailed off, looking at the colourful printed shirt Hopper was wearing.

"остановка!" Krystal cried, as she ushered for Billy to put her down, her eyes flickering open.

"Убейте друг друга" Krystal exclaimed, her eyes growing dark.

Billy jumped out of his skin as two of the soldiers suddenly turned their weapons on their comrades, pulling the triggers on their guns without hesitation. A violent shootout began, as the Russian's turned on each other, sending bullets flying. By the end, only two Russian's remained, one with a bullet having gone through his shoulder.

"чудовище—" The Russian soldier began, but was cut off as Hopper rushed forward to grab one of the fallen shoulder's guns.

"Take us to the gate…now" Hopper ordered, the threat clear as he held the gun to the man's head.

"I'd rather die" The Russian spat out, as Krystal brushed Billy away from her.

"You're about to regret saying that" Krystal muttered, stumbling forward, her hand outstretched.

Billy watched in horror as spores spread out from her palm, hitting the Russian in the face, who began to gag as they entered his mouth. He flopped to his knees, letting out a choked scream, before his eyes turned dark, veins spreading out from his mouth. It seemed to be getting easier and easier for Krystal to infect people.

"Take us…to the gate" Krystal hissed, as the man's head snapped up to her, giving her a curt nod.

She turned towards the other Russian, small spores still drifting out of her palm, feeling whispers from the Mindflayer. She could tell Will had lost his control over the Mindflayer. How long would it be before she was under the creatures spell again—

Bang!

A gasp left Krystal's lips as the remaining Russian soldier turned his gun on himself, shooting himself in the head, as he flopped to the ground, blood spilling out from his head. His comrade didn't even blink, as if he couldn't care less about what had just happened, the only thing filling his head was the Mindflayer and Krystal.

"Other soldiers will be coming" The Russian spoke up, as Krystal nodded, shakily.

"We need a distraction. Where does the base get its power from?" Krystal questioned.

"All cables are fed through the boiler room" The Russian explained.

"You're gonna' go there and destroy it. Pull out every cable you can, and if anyone tries to stop you, kill them" Krystal ordered, as the Russian went off running without another word.

"What are we gonna' do?" Dustin gulped.

"We're gonna blow their machine up" Krystal announced, ushering them forward.


They had almost made it to the control room when they rounded a corner, only to be met by a dozen Russian soldiers, who were quick to fire their guns. Krystal grabbed Dustin and shoved him back behind the wall, as he narrowly missed being hit by a bullet.

"Any of them flayed?" Billy questioned, as Krystal shook her head.

"…You three need to hide. Now" Krystal exclaimed, her eyes flickering to a hatch near their feet.

"What?! The hell we are!" Max cried, indignantly, as Krystal rushed over to the hatch and with her new immense strength almost ripped the hatch door off its hinges.

"Max! We don't have time to argue…please!" Krystal begged, ushering towards the door.

"You want to get shot, Ginger?" Erica pointed out, as she jumped down into the small hatch below.

"Be careful" Dustin insisted, before reluctantly following Erica, knowing the adults wouldn't give him a choice.

They could hear the Russian's getting closer, as Krystal grabbed Max's arm and pulled her towards the door, as the younger girl continued to resist.

"I can't let anything happen to you, don't you get that?" Krystal cried, as Max's bottom lip wobbled.

"Don't die" Max pleaded, with wide eyes, before jumping down into the hatch.

"Don't worry, we've got this" Krystal nodded, before slamming the door shut above them.

"You got some plan I don't know about?" Hopper hissed, as Krystal sent him a glare.

"I think I do" Billy announced, as he grabbed the gun Hopper had stolen, aiming it towards the ceiling.

Just as Krystal opened her mouth to question what he was doing, a bullet from his gun whizzed through the air, hitting a vent above them. The metal cylinder came crashing down, as smoke billowed out around them, slowly obscuring their vision. Billy grabbed Krystal's hand and pulled her back to stand by the wall, as Hopper and Murray followed instantly. A few seconds later they could hear the Russian's shouting in a panic, unable to see more than a few inches ahead of them. Billy squeezed Krystal's hand as they heard the soldiers get closer, relieved when the soldiers began to walk past them. After almost a minute of silence, Krystal allowed herself to let out the breath she had been desperately trying to hold. The soldiers had rushed out of the smoke, unable to find their targets, most likely thinking they had run in the other direction.

"C'mon, Dustin said we were close to the control room" Krystal exclaimed, gesturing for them to make their way through the smoky corridor.


A few minutes later, the group burst through the door to the control room, frowning when they saw a litter of bodies on the floor. Scientists and soldiers alike, a river of blood slowly seeping over the floor. Krystal's mouth hung open as a familiar boy walked out of the shadows, wiping a smudge of blood away from his face, as he grinned.

"I've been waiting for you" Will spoke, his voice mixed with the Mindflayer's.

"What did you do?" Hopper grimaced, as Will simply shrugged.

"They were in my way. This is what happens to those who fight against me. Give up" Will insisted.

"Never" Billy spat out.

"That wasn't a request" Will muttered, as he clapped his hands together.

Krystal's heart stopped for a second as a woman she knew all too well walked into the control room. Her eyes drifted over the veins that covered most of her face, showing that she had clearly been flayed. Her face was completely void of emotion, not even seeming to recognise Krystal at all.

"Mom?" Krystal gasped.

"Come back to us, Krystal. It's so much better. No more pain, fear…we can be a real family" Susan insisted, in a sweet voice.

Krystal shook her head, feeling the whispers from the Mindflayer increase her head, wondering how much longer she could hold on for. She didn't want to go back to how she had been before. She couldn't.

"Isn't that what you want, Billy?" Another voice boomed from behind them,

Billy whipped around instantly; his eyes wide with fear as they connected with his father's. His eyes were almost black, due to the veins that covered the white's of his eyes. A sinister smile grew on Neil Hargrove's face, as he went to stand next to Susan. Krystal could see the way Billy shrunk away, practically shaking in fear as he forced himself to look away.

"You stay away from them" Murray exclaimed, pushing himself in front of Billy, an angry look in his eyes.

"You're not their father. You're nothing" Another voice spoke from a nearby doorway, as Krystal's eyes snapped towards the sound.

She scrunched her eyes shut a moment later when she saw it was her father's corpse. Part of his face appeared burnt, and it looked like he was now missing a hand, but he was still walking. Still haunting her.

"Join us…or die. It's your choice" Will announced, as Krystal turned to Billy, her expression matching the horror on his face.


Author's Notes: I hope you all enjoyed this chapter! I think we've only got a couple of chapters left now before this story goes on hiatus. Hopefully, we'll have some news on Season 4 soon! Please leave a review:)

NotRob: I think there's going to be a lot of guilt for everyone once this is all over. We'll have to wait and see who survives by the last chapter! Thanks for reviewing:)