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This article is about the episode. For the entity, see The Mind Flayer.
For other uses, see The Mind Flayer (disambiguation)

"Chapter Eight: The Mind Flayer" is the sixteenth episode of Stranger Things and the eighth episode of the second season. It was directed by the Duffer Brothers and was released on October 27, 2017 along with the rest of the season.


An unlikely hero steps forward when a deadly development puts the Hawkins Lab on lockdown, trapping Will and several others inside.



The group trapped inside Hawkins National Laboratory

Jim Hopper is confronted by a juvenile demogorgon, the two separated by glass that Sam Owens claims it will not be able to break. Several more join it and the glass begins to crack, causing everyone in the room to flee. Owens puts Hawkins National Laboratory on lockdown and takes the stairs with Hopper, while the rest of the scientists take the elevator and are slaughtered by the demogorgons, who use the elevator to break into the lab's upper floors. Mike Wheeler insists that Will Byers be sedated, as the shadow monster can figure out where they are using him. Will violently protests, but Joyce Byers sedates him when he hesitates when acknowledging who she is. Hopper and Owens arrive just as the demogorgons break in, and the group flees to a security room. The power goes out in the lab, sealing everyone inside.

Susan Hargrove returns home to find her daughter, Max, missing. She and her husband Neil ask her stepson Billy where she went, and Neil becomes violent when he dismisses them and decries Max as his sister, despite Susan's protests. He orders Billy to find her and leaves. Steve Harrington accidentally reveals to Max and Lucas Sinclair that Dustin Henderson kept d'Artagnan, leaving Lucas furious. As they argue over whether or not Lucas also broke the law of their group by telling Max the truth, Steve hears the screech of demogorgons and they all head towards the sound, identifying it as coming from the lab. Owens explains that someone needs to reboot the computer system to unlock the doors, and Bob Newby, the only one who knows BASIC, volunteers to go. Bob and Hopper take the ID and radio off a dead guard and Hopper gives him his gun, ordering him to come back to them if anything goes wrong. Bob tells him not to wait for him if he gets the doors open.

The Mind Flayer Official Image

Nancy Wheeler and Jonathan Byers arrive at the lab to find the gate locked, and they meet up with Steve and the kids. Bob successfully reboots the system, allowing the group outside to get in. A demogorgon starts descending the stairs near where Bob is, but Bob, guided by Owens, lures it away by turning on a nearby sprinkler system and leaves without Hopper's gun. Feeling responsible, Owens stays behind to guide everyone to safety, and the rest of the group hurries for the exit.

Bob Newby the superhero

Bob has a near miss with a demogorgon and hides in a closet to escape it, but alerts it when he knocks a mop over. He makes it to the exit just in time to find the rest of the group, and stops to smile at Joyce. The demogorgon bursts through the door and attacks him, and Hopper, respecting his last wish, drags a horrified Joyce out of the building and escapes, taking the group outside with. Bob's body is feasted on by several demogorgons.

S2E8-Mike talking to Max

Back at the Byers house, Hopper uselessly tries to call for backup before sitting with a miserable Joyce in silence. Mike notices one of the puzzle games Bob brought over and shows it to the kids, telling them that Bob was the founder of the Hawkins Middle A.V. club and that they need to avenge him. When an exasperated Dustin states that they cannot because of the army of demogorgons (which he has dubbed as "demodogs" in their juvenile state) the shadow monster has, Mike realizes that they are all intrinsically linked to him, and that defeating the monster will defeat the demodogs. Dustin compares the shadow monster's hive mind consciousness to a Dungeons & Dragons creature known as the "mind flayer," a being from another dimension that enslaves species with its psychic powers because of its own perceived superiority. Joyce emerges from the bedroom and agrees that they have to kill it to save Will and avenge Bob. Mike realizes Will can tell them how to stop it, and that they can safely get answers if they obscure his location.

S2E8-Everyone gathering around

Everyone discussing the shadow monster now dubbed "The Mind Flayer".

The group clears out the Byers' shed and covers the walls. Nancy thanks Steve for protecting the kids, while Dustin apologizes to Lucas for keeping Dart and Mike insists Max knowing the truth does not mean she is part of the group. They tie Will to a chair in the shed and shine bright lights in his face to obscure his vision, and Hopper wakes him up while Joyce, Jonathan and Mike watch. Max asks what happens if the Mind Flayer finds out where they are, and Lucas says it will be "judgement day." Will reacts violently when he wakes up and makes the lights flicker until Hopper restrains him into exhaustion. Now somewhat calm, Will listens as Joyce tells him the story of her hanging up a drawing he made on his eighth birthday at her workplace, Jonathan telling him about the day their father left when they built Castle Byers together in the rain, and Mike telling him about when they first met in kindergarten. Will still insists on being let go, but Hopper notices he is tapping morse code into the chair with his finger. They continue to regale Will with stories that are personal to them involving him, and the morse code is translated into "CLOSEGATE".


Eleven looking at Mike Wheeler

The house phone rings and Will realizes where they are. They sedate him again and the group arms themselves as they hear demodogs approaching, but suddenly hear the dogs being killed off. One is thrown through the window, and the front door opens by itself, revealing Eleven. She and Mike look at each other, both of them becoming emotional.



Also Starring




  • "The Love You Save (May Be Your Own)" by Jack Cook - Max's mom and step-father arrive home and find Max's room empty with the window open.
  • "The Four Horseman" by Metallica - Billy listens to some music while smoking and getting ready for his date. His father and step-mom enter his room concerned for Max's whereabouts.
  • "Should I Stay or Should I Go" by The Clash - Jonathan plays a song that he and Will first listened to together: They then distract him while Chief Hopper figures out the Morse Code with Dustin, Lucas and Max.

Original score

  • "Roars From The Lab" - Steve, Dustin, Lucas and Max trace the Demodogs to the lab.
  • "Turn Right & Run" - Bob is chased and killed by a Demodog.
  • "Eulogy" - The group tries to deal with the events occurring at Hawkins Laboratory; Mike informs the group that Bob was the original founder of their school's AV club.
  • "Gearing Up" - The kids construct a Mind Flayer theory.
  • "Looking for a Way Out" - Mike proposes they use Will to find the Mind Flayer's weakness after they first obscure their location.
  • "Home" - Dustin apologises to Lucas, Max tries to connect with Mike.
  • "Soldiers" - The group prepares to disguise the shed for Will.
  • "On Edge" - The others wait as Mike, Jonathan and Joyce speak to Will.
  • "The Return" - Eleven finally rejoins with her friends and gets emotional seeing Mike; end credits.

Behind the scenes

The Duffer Brothers experienced much difficulty in writing the episode, particularly because it featured the tragic death of their favorite new character, Bob Newby (Sean Astin). They liked his performance and didn't want him gone, but decided eventually that his demise was the right thing to do narratively.[1]

Motion Capture-Demodog killing Bob Behind the Scenes

Original shot of Bob's death sequence with Kate in motion capture. The final cut had her replaced with a Demodog via CGI effects

For the death sequence, they had to shoot Winona and everyone's reactions first. "Sean was there all day, on the ground, just screaming and pouring everything into this performance every take," Ross explained. "There was something loose about it, because we went handheld and we went slow-motion, and it was more about capturing the moment as quickly as possible." While all the Demodogs of the "escape from the lab" sequence were CGI, they needed someone to play the Demodog to interact with Sean in order to film the sequence, and decided to choose one of the show's writer, Kate Trefry.[2] Because of motion capture, she had to be covered in blood on top of Sean with three cameras filming. Matt added that the brutal death was "very intense. It was one of the toughest scenes, emotionally, for everybody."[1]

The Duffers also revealed that the interrogation scene between Will and the group was very different unlike anything they had shot, because it didn't feature any music. "It was an unusually quiet scene for the show," after having a big action scene in the lab, and they praised Finn and Winona's performances for making the scene much more emotional.[1]


View Gallery For this subject's gallery, see The Mind Flayer (episode)/Gallery.


  • Sean Astin made his final on-screen appearance in this episode as a cast member. Astin later made a guest appearance/cameo as Bob Newby for a flashback in "Suzie, Do You Copy?". He also appeared in flashbacks in "The Case of the Missing Lifeguard", "Papa", and "The Piggyback" but was uncredited in those episodes.
  • In Beyond Stranger Things, the Duffers revealed that Eleven's reunion with Mike at the end of this episode was originally planned to have taken place at the Snow Ball of the season finale.[2]
    • If that had actually happened, then this would've been the second episode where she's absent.
    • Overall, she doesn't appear in this episode until the last minute of it.
  • Main cast member Cara Buono (Karen Wheeler) does not appear in this episode.
  • The second season's announcement trailer, released on August 31, 2016, listed the tentative titles for all nine episodes.[3] Episode eight was likely originally titled "The Brain", although major inconsistencies between the initial and final titles make this impossible to confirm. The episode's official title was revealed on October 27, 2017.
  • Despite the episode title, the Mind Flayer does not appear in this episode.
  • Eleven has no lines of dialogue in this episode.


  • When Bob logs into the computer system for Hawkins Lab, the date on the screen reads "November 11, 1984". This is incorrect, as this episode actually takes place on November 4, 1984, 4 days after Halloween.
  • When Dustin is explaining to Hopper that you can beat the Mind Flayer in D&D with an undead army because they don't have brains, Gaten Matarazzo, Dustin's actor, has his microphone wire visible; it can be seen taped to the right side of his neck.