Billy escapes from the basement of the steelworks and takes off in his car. Finding a phonebooth (remember those?) he calls 911 but ends up in the Upside Down. Several people walk towards him and he asks, "What do you want?" Clearly becoming more frightened until he's looking at himself. Opening Credits.
Eleven is impatiently walking around the porch, clearly waiting for Mike. She calls him, and Mike lies about not being able to see her. This is awkward and annoying. El can tell he's lying, and Mike can't tell her the truth for whatever reason. Probably because Hopper threatened him. El goes to her room, clearly upset, and this makes Hopper HAPPY. He's literally happy that his daughter is miserable, and then like a jackass, drives to Joyce to tell her the talk worked. Which is also a lie. And he's singing "You don't mess with Jim" in the car. He tries to get Joyce to go out for dinner and he's REALLY pushy about it. Hopper gets a call and leaves to go deal with a protest outside city hall, Joyce notices that the magnets have once again fallen off. I was already hating Hopper after episode 1, but this took his character to downright unlikable for me. Although why Mike doesn't just tell El the truth right away I can't figure out.
At the Hawkins Post, Nancy manages to get out for the day by telling her boss she's having "girl problems." She grabs Jonathan to go along and interview the lady who called in the previous episode.
Cut to the mall, where we get a short montage of 80s mall culture and rampant American consumerism. Dustin arrives at Scoops Ahoy for a reunion with Steve. The enthusiasm with which they greet each other is funny and heartwarming, continuing their big brother/little brother "bromance" from last season. They catch-up over ice cream, and Steve doesn't believe Dustin when he claims his new girlfriend is hotter than Phoebe Cates (expect her to have a sudden resurgence in popularity), although he does believe Dustin has a girlfriend. Dustin brings up that he intercepted a Russian communication. Dustin being Dustin, he ends up yelling it, and the scene is hilarious. However, he does manage to rope Steve in to helping him translate the code.
Max is skateboarding at home when Eleven shows up and asks to talk. Max immediately figures out Mike is lying. Mike, for his part, is ranting to Lucas and Will about the whole situation. He's mad at Hopper, and rightfully so. Max and Lucas both give Mike and Eleven terrible advice. But in its own way, it's both sweet and funny, especially when Lucas brings up that Max has dumped him five times. Max decides to take El to the mall for a day of fun, Lucas and Mike go to try and find an "I'm sorry gift" for El while poor Will just wants to play Dungeons & Dragons.
At the pool, the Hawkins housewives are waiting for Billy to show up. Karen (Mrs. Wheeler) goes to explain why she didn't show up. Billy tells her to stay away from him. I honestly think at this point Billy is fighting to stay in control so that he won't hurt her. The sun hurts him now, so it's obvious he's the host for the Mind Flayer.
Back at the mall, Erica, Lucas' obnoxiously bratty sister that everyone except me loves, is abusing the free samples at Scoops Ahoy and being a brat. In the backroom, Steve and Dustin are working on the translation. Steve mentioned that the background music sounds familiar, which Dustin blows off as unimportant. It's actually a really good bit of foreshadowing, and it shows that Steve is actually more observant than he's given credit for. Robin invites herself into the code-cracking because she's bored, but she's good with languages and the boys accept her help.
Jonathan and Nancy arrive at the Driscol house, the home of the lady who called about the diseased rats. She leads them to the cellar where she shows them bags of fertilizer that rats have eaten. Mrs. Driscol also managed to catch one.
At City Hall, people are protesting the mayor. Hopper is waiting to talk to him when a biker walks out of his office. We only see him from the back, but it's very obviously the Russian Terminator. Mayor Kline (played by Carey Elwes) wants Hopper to remove them. They have a bit of a back and forth. It turns out the protesters didn't secure a permit, so he's able to force Hopper to get rid of them. It's so fantastically sleazy. Carey Elwes is one of those actors who I believe should have been more popular than he is, and I never understood why he wasn't, because he's one of my favorites and I'm always happy to see him.
Max and Eleven arrive at the mall. Eleven is a bit nervous at first since being in a place with this many people is "against the rules." Again with the rules Hopper you psychotic control freak. She quickly becomes enamored with the mall, having never been shopping before. It's actually really wonderful to see El get to do something as normal as shopping with a friend. Just as she and Max rush into the Gap, Mike, Lucas and Will walk past looking for a gift for Eleven. Neither group noticed each other (yet).
Downtown, Joyce is trying to figure out what's wrong with the magnets and getting nowhere. So, she drives to someone (we don't know who's) house. We hear them listening to Weird Al's "My Bologna." The garage door opens, and it turns out to be the kid's science teacher, Mr. C