After escaping Camazotz in the previous episode, the penultimate episode of Stranger Things season 5 finally brings about a moment fans have been waiting for all season long: Lucas and Max’s reunion!
The episode opens as we hear Lucas calling out to Max through darkness. Her eyes begin fluttering open and Lucas asks if she’s okay. Max says she can’t feel much, but she can feel Lucas’s hand as he holds hers tightly. Lucas emotionally assures her that he always knew she was still there, and Max tells him how she saw him waiting for her, playing her song. Max says it turns out the whole time, she didn’t need it to make it home, though. What she needed was Lucas who was the real most important thing to her. The pair warmly embrace having finally been reunited.
Just then, Mike and Eleven walk in and are shocked to see Max is awake. Mike cracks a joke about Max taking her sweet time, as Max then interjects and asks the group if they’ve found Holly. Max warns the group that Vecna will be angry now that they’ve escaped, but this begs the question: where is Holly?
Max explains to the group that she couldn’t see where Holly’s portal led, but figured it had to be somewhere in the Upside Down. With that in mind, she told Holly to head to the Wheeler house to be rescued.
What happens to Holly when she escapes Camazotz?
When Max left Camazotz, we knew she would return to her body in the real world, it was not known where Holly would come to. Max speculated that Holly would awaken in the Upside Down and told her to make her way to the Wheeler house for them to come rescue her; however, Holly does not come to in the Upside Down.
When Holly’s mind returns to her body, she finds herself trapped in the wall alongside Derek and the other kids Henry took from Hawkins. She manages to yank the tentacle attached to her mouth off and break free from the wall, before then coughing up a shadow that flies off into the air. Holly looks around and realizes she’s in Vecna’s lair as she notices him hanging above the ground in a trance.
Holly begins to run, but when she reaches the outside of the lair, she doesn’t see the Upside Down but rather a desert-like landscape. As Vecna begins to descend down upon her, Holly takes off and runs out into the unknown world she’s found herself in – a world we later come to know as the Abyss, but more on that later.
With Vecna following after her, Holly is running for her life when she trips on some rocks and notices a small rift in the ground. Mustering up all her strength, Holly pulls the rocks back and dives head first into the rift as Vecna approaches. Once through, Holly begins falling through the sky into the Upside Down.
Holly’s screams are heard from outside the Hawkins Lab where Nancy, Jonathan, Steve, and Dustin have regrouped after Steve helped break Jonathan and Nancy out of the room they were trapped in. The group race to the roof just in time to see Holly floating midair. As Holly calls out to Nancy, she’s pulled back up into the sky by Vecna, and we later see an unconscious Holly being taken by Vecna back to his lair as he assures her it will all be over soon.
Mr. Clarke helps the group find Nancy, Steve, Jonathan, and Dustin
After being enlisted by Erica to help track down Dustin, Mr. Clarke’s experiment works as he, Erica, and Murray are able to pinpoint the coordinates of Dustin’s location. They relay this news to Lucas and the others who later meet up at the Hawkins Lab where the signal was located.
As Mike tries to tell the group they need to get to the Wheeler house to find Holly, Dustin comes through over the radio and through the broken signal seems to suggest they found Holly. The group in the Rightside Up, proceeds to the Upside Down after Eleven clears one of the metal plates, giving them access to a rift to the Upside Down. They eventually meet up with Steve, Dustin, Nancy, and Jonathan, who tell them about Holly and how she was taken again by Vecna.
The group makes their way back to Hawkins as we see Dr. Kay in desperation mode trying to gather information on what went down at the base the night Vecna attacked and Kali was freed. Dr. Kay’s primary objective remains finding Eleven, and she’ll stop at nothing to achieve this goal.
The Upside Down is a wormhole, not another dimension and they know how to destroy it once and for all
As the group in Hawkins returns to the Squawk, Dustin rallies everyone together to loop them in on his findings from the Hawkins Lab. Dustin explains that they’ve always assumed that the Upside Down was another dimension opened by Brenner, but it turns out it’s actually a bridge. More specifically, an interdimensional bridge that rips through space-time. This bridge is wildly unstable, but held together by exotic matter, which they found dead center right above the lab in the Upside Down.
He explains that in theoretical physics they call this type of bridge a wormhole, and this wormhole connects Hawkins to another world, which Dustin coins the Abyss. Mr. Clarke refers to it as a realm of pure chaos and evil, as Dustin theorizes that this Abyss is the true home of the Demogorgons, the vines, the Mind Flayer, and all the nasty shit they’ve found in the Upside Down. This is where all those years ago Eleven banished Henry. He was lost for years and would’ve stayed lost if not for Brenner.
Eleven deduces that Brenner had her find Henry, and Dustin notes that when she made remote contact with the Abyss, the bridge formed. Ever since, Henry and his army of monsters has been using it to cross right back into Hawkins. Dustin believes that after they injured Vecna last year, he fled back to the Abyss to lick his wounds before returning.
Hopper questions why Henry is taking kids to the realm and Will cuts in that it’s the same reason he took him. The minds of children are weaker and more easily molded and controlled. Henry channeled his thoughts and powers through Will to amplify his abilities and he’s going to do the same with the kids he’s taken.
Max recalls Holly saying Henry told the kids would help him draw the worlds together. Will realizes Henry was making rifts in the Abyss to weaken the Abyss, just like he weakened Hawkins so that when the Abyss and Hawkins collide they become one.
As El puts it, he’s remaking the world. Steve wonders aloud how long it’ll take to move worlds. They’re unsure, but Mike notes they better hope it takes some time as they’ll have to find a way to get 2,000 feet in the air, find their way into the Abyss, free Holly and the kids, and kill Vecna all before their worlds merge. If Lucas’s theory is right about Henry enacting his plan on November 6, that means Henry’s going to move worlds tonight. They know what they’re up against and what they need to do, now they just need a plan.
Hopper explains that at the base in the Upside Down, there’s a chopper ready for the taking. He proposes they use the chopper to fly up to the Abyss, kill Vecna, rescue the kids, and fly back down. Dustin immediately pokes holes in the plan and Hopper comments about whether someone has a magic bean he doesn’t know about that they could use to climb all the way up into the Abyss as he gets defensive.
As arguing erupts over the plan and its flaws, Steve gets an idea going off Hopper’s magic bean comment. Steve brings the arguing to an end as he shouts that they don’t need a magic bean to climb. He explains that they don’t need a magic bean because they’ve got a beanstalk right here.
Using a flashlight and a slinky, Steve explains that the Squawk radio tower and the slinky is the bridge. They’ll never reach the Abyss from the tower, but Max said Vecna is drawing our worlds together. Steve proposes that they let him, and they wait as he draws it closer and closer. When it’s finally close enough and the radio tower is poking through one of the rifts into the Abyss, El makes her move, does her meditation thingy, enters Vecna’s mind and ambushes him. Then they stop the spell, halting the worlds from moving.
Mike points out that there’s just one problem as El notes she can’t reach inside Vecna’s mind as he’s too far away. Nancy suggests they get El close, noting that the Upside Down lab is under Vecna’s lair, still frozen in time. This means that everything should be there from Brenner’s experiments, including the bath. Max notes that if El makes it into his mind, she can walk her through it and guide her as she knows Henry’s mind inside and out after being trapped there. Kali notes that she should come along as well as the plan hinges on stopping Henry and, right now, El would be fighting him alone. She can follow El into Henry’s mind and they can end their brother, together.
As they finalize the plan, Dustin says there’s just one final thing to add to the plan: the cherry on top. He proposes that on the way out, they drop a bomb near the exotic matter, set a timer and escape the Upside Down as the bomb explodes. This will lead to the bridge collapsing and with it the Abyss, the Demos, the Mind Flayer, all of it, will be gone once and for all.
As the Hawkins team prepares for battle, Will faces his fears and comes out to his loved ones
With a plan in place, the group begins working to prepare for the final battle with Vecna.
As the group prepares, Max is feeling useless as Will interjects that he’s the one who is useless. Max suggests he could go to the Abyss with Eleven, but he says it’s too risky. Will asks how she survived in his mind and Max tells them about finding this cave connected to an old memory. She reminds Will that Henry is still human at the end of the day, and we’re all scared of something.
Elsewhere, Mike is working on putting a bomb together as the others are gearing up for the mission. While getting ready, Steve grabs a gun but Nancy questions his ability to actually use it which gives Dustin an idea. Dustin and Steve break off, and Dustin hands him one of the blades he and Eddie had made last season for their final battle in the Upside Down. Steve apologizes for what he said earlier and tells Dustin how sorry he is that he wasn’t there for him after Eddie’s death. Steve emotionally confesses that he’s missed his best friend, and Dustin says he missed his best friend too as the pair hug it out.
As Murray tries to get his truck ready, Kali and El sit and talk with one another from within their minds. Kali asks El if she’s thought about what it all means as she revisits her previous plan about staying behind when the Upside Down is destroyed. El says when they blow up the bridge, they’ll blow up Dr. Kay’s lab but Kali notes that Dr. Kay will just start again with a new lab. El says they’ll kill Dr. Kay, and Kali points out that Dr. Kay replaced Brenner and someone else will come along to replace Dr. Kay. Kali says it’s a cycle, but they can stop it tonight. After they kill their brother and save the others, when the Upside Down vanishes, so will they. It’s the only way.
As the group begins loading the box truck outside, Will sits down with Joyce to begin an emotional conversation. He mentions when Joyce asked him what happened in Vecna’s mind, he didn’t tell her everything. When Vecna attacks, he weakens you by bringing out everything inside of you that hurts. He fought back by focusing on happy memories, memories of when he was a kid and wasn’t scared. That’s how he took control in the Mac Z and took out the Demos; however, Vecna found a way past and showed him the most awful things.
Joyce reminds him that Vecna plays tricks and lies, as Will says what he showed Vecna didn’t come from him, it came from Will. Vecna sees his thoughts, his memories, and his secrets. Max told him Henry is also afraid, but to beat him, Joyce needs to know the truth. Before he finishes, Mike walks in and tells them they need to leave in five. Before Mike goes, Will asks him to wait as he needs to hear this too, everyone does.
With everyone gathered inside, Will begins to address the group.
“I haven’t told any of you this because I don’t want you to see my differently. But the truth is, the truth is I am. I am different. I just pretend like I wasn’t because I didn’t want to be. I wanted to be like everyone else, I wanted to be like my friends,” Will begins as he talks about the many things they share in common through tear filled eyes about all the things they like. He then tells the group that he just doesn’t like girls.
Robin gives him an assuring nod, and Will continues clarifying that he does like girls, just not like how the others do. He admits that he has a crush on someone even though he’s not like him, and admits it was never about the crush. Will explains that Vecna showed him what would happen if he told them the truth, a future where some were worried about him so he pushes them away and for the rest they all drift apart until he’s alone. He knows this isn’t the future, but it felt so real
Joyce tells him that will never happen and he’ll never lose her. Jonathan echoes this same sentiment, saying Will will never lose him either. One by one his friends all assure him of the same thing that they’ll never leave him, as they embrace Will in their arms, hugging their friend and showing him that his being gay does not change how they feel about him or how much they care about him.
Having finally been able to come out and embrace his true self, Will tells El he knows she’s strong enough to fight Vecna, but he needs to be there. He’s ready. He’s ready to show Vecna he’s not afraid anymore.
Night falls as we cut to the military base. A guard is reading a magazine as he hears the delivery van approach. Mr. Clarke uses a device to open the gate as Murray drives through. As they enter the base and begin taking fire, Nancy comes out from the top of the truck and begins opening fire, taking out guards.
Dr. Kay watches as the van drives off into the Upside Down as the group inside prepare for their battle. Mike asks El if she’s ready, to which she assures him she is before she looks at Kali and gives a subtle nod, hinting she plans to go along with the plan Kali suggested.
Henry begins to enact his plan of merging the worlds
After capturing Holly earlier in the episode, Henry tells the rest of the kids that they need Holly’s help tonight or their mission will fail. He claims Max told Holly awful things such as that he kidnapped them and that Henry wanted to end the world. Henry says perhaps they failed and the Black Thing won, but Holly’s friend suggests they can all bring her back to the light – cue creepy cult-like chanting from the group of kids.
Holly finally comes to in a panic as Mary and the kids all surround her bed in Creel House. Holly asks where Mr. Whatsit is, and Mary says they’re all worried about her. Mary says Mr. Whatsit told them everything, that Max was not a human. She twisted Holly’s mind. Holly says Max was a friend who is helping them get back home. Holly says none of what they see is real as she collapses on the bed crying. She looks to Derek and begs for him to tell them the truth. Derek looks at the kids and recalls the vision Vecna showed him of his murdered family before he tells Holly the others are right, Max lied to them. Holly grabs the radio and hits Mary over the head as well as another girl. She tries to run, but the kids begin subduing her, with Mary nearly strangling Holly with her necklace before it breaks and Holly falls down the stairs.
In the final moments of the episode, we see several candles being lit by Mr. Whatsit as the kids all sit around at a table with him. He says it’s time as they all take hands, including a reluctant Holly. Once they join hands, their heads shoot up, their eyes go white and the episode cuts to black. Henry has begun his plan to merge the worlds, and the clock is officially ticking for the Hawkins crew to stop his plan and save the world.
Episode grade: A
The penultimate episode of the season was perfect! It did a brilliant job of connecting the dots and making it clear what the show’s endgame will be in the series finale. The episode also gave us two of the season’s best moments yet between the Max and Lucas reunion, and Will’s emotional coming out speech which was the standout moment of the season. Will’s queerness hasn’t been treated as a sudden reveal or a stereotype. It’s been built slowly and painfully across multiple seasons — through isolation, unspoken feelings for Mike, coded language, and emotional subtext. That kind of slow-burn representation is rare, especially for a young male character in a genre show, and his coming out speech was perfection. Noah Schnapp delivered his best performance in the show’s history, a performance that brought tears to my eyes.