- UPSIDE DOWN Rulebook

CHAPTERSINTRODUCTION...........................................................2
OVERVIEW......................................................................2
CREDITS..........................................................................2
COMPONENTS..............................................................3
BASIC CONCEPTS........................................................4• GAME BOARD................................................................. 4• CHARACTERS AND CHARACTER DASHBOARD.... 5• ACTION CARDS..............................................................5• SCENE CARDS..................................................................5• LEVEL TOKENS............................................................... 6• STACKS.............................................................................. 6• FOES....................................................................................7• ALLY CARDS......................................................................7• ITEM CARDS.....................................................................7• ELEVEN POWERS............................................................7
SEASON 1 SETUP..........................................................8
SEASON 2 SETUP..........................................................9
HOW TO PLAY.............................................................10
1. MOVE............................................................................. 10
2. PERFORM ACTION.................................................... 10
3. REFILL HAND............................................................... 10
4. REVEAL SCENES..........................................................11
Demodog Spawn.......................................................11
WINNING OR LOSING...............................................11
ACTIONS.......................................................................11• UNCONTESTED ACTIONS........................................11
Calm Down and Calm Down +2.........................11
Get Item and Get Item +2..................................... 12
Gather Info.................................................................. 12• CONTESTED ACTIONS............................................. 13
Recruit Ally.................................................................. 13
Help Eleven................................................................. 13
Investigate the Lab................................................... 13
Rescue Will.................................................................. 13Fight................................................................................ 14
Remove Vines.............................................................15
Close Gate....................................................................15
SUMMARY.....................................................................16

INTRODUCTION
November 6, 1983 - Hawkins, Indiana.
After a long, 10-hour RPG session, young
Will Byers disappears while riding his bikethrough the fields between Cornwallis andKerley, or, as his group of friends call it,
Mirkwood. This frightening event triggers
a series of bizarre occurrences in their small
town. The unexplainable suicide of Benny
Hammond, weird phone calls and flickering
lights in the Byers’ house, Barbara
Holland allegedly running away, and thesudden appearance of Eleven, a girl with ashaved head and paranormal powers who
is apparently connected to the suspicious
Hawkins National Laboratory.
Little by little, new pieces of thissupernatural mystery begin to unfold,forever turning the lives of some of
Hawkins’ residents upside down.

CREDITSGAME DESIGN: Rob Daviau
LEAD DEVELOPER: Leo Almeida
DEVELOPMENT: Jordy Adan, Noah Cohen, andBrian Neff
LEAD PRODUCER: Isadora Leite
PRODUCTION: Thiago Aranha, Marcela Fabreti,
Guilherme Goulart, Rebecca Ho, Thiago Meyer,
Shafiq Rizwan, Kenneth Tan, and Gregory Varghese
PROOFREADING: Robert Fulkerson and Jason Koepp
ART DIRECTOR: Mathieu Harlaut
LEAD ARTIST: Giovanna Guimarães
BOARD ART: Henning Ludvigsen
COLORS OF COVER AND CARDS BACK: Giorgia Lanza
SCULPTING: Irek Zieliński
SCULPT ENGINEERING: Vincent Fontaine andAragorn Marks
RENDERING: Edgar Ramos
LEAD GRAPHIC DESIGNER: Louise Combal
GRAPHIC DESIGN: Marc Brouillon and Júlia Ferrari
LICENSING:
CMON: Geoff Skinner
NETFLIX: Aristides “Arrow” Membreno
PUBLISHER: David Preti
PLAYTESTERS: Rafael Assaf, Davi Augusto, Euclides
Cantidiano, and Felipe Galeno

OVERVIEW
Stranger Things: Upside Down is a cooperative
game in which 2 to 4 players take on the role of theseries’ protagonists. At the start of the game, players
choose a Character and 1 of the 2 Seasons to play,each with its own board, actions, and unique sets ofcards. Characters use Action cards to move throughiconic Hawkins Locations, get Items, control theirFear, and to beat the value of token stacks in order togather Allies, escape a secret government agency,
help Eleven and be aided by her Powers, and fightthe horrors coming from the Upside Down. They
perform their actions over a series of turns until theyreach their ultimate goal: to stop the Upside Down
forces and rescue Will... or get terrified trying.

© 2023 CMON Global Limited, all rights reserved.
No part of this product may be reproduced without
specific permission. STRANGER THINGS ™/© Netflix.
Used with permission. CMON, and the CMON logo
are registered trademarks of CMON Global Limited.

FREE DIGITALCONTENT: ELEVEN

Get it here!

http://cmon.com/q/STG001/R

2

COMPONENTS
6 CHARACTERS

1 Eleven Tracker
Lucas Sinclair

Mike Wheeler

Dustin Henderson

Jim Hopper

Nancy Wheeler

Joyce Byers

25 Scene Cards - Season 1

Demogorgon

8 Ally Cards Season 2

2 PatrolStandees

4 Demodogs

6 Character Dashboards

8 Ally Cards Season 1

15 Item Cards

27 Scene Cards - Season 2

7 FOES

1 Double-Sided Game Board

77 Double-Sided Level Tokens

3

48 Action Cards

4 Fear Trackers

2 Plastic Stands

BASIC CONCEPTS
GAME BOARD
Each Season of the game is represented by adifferent game board side. The boards feature
Hawkins on the top half and either the Upside Down
(Season 1) or the Tunnel System (Season 2) on thebottom. Although each side is different, both sharethe same basic elements:• Location action: Lists the action(s) that can be
performed in that Location. Depending on the typeof action, they may or may not have slots associatedwith them (see pg. 11).

• Eleven Powers: Powers that can be activatedthrough the Help Eleven action (see pg. 13). EachPower has its own description and an associatedtoken slot.

• Level token slots: Slots for Level tokens associatedwith a Location action or with a Foe (see pg. 6). Slots
with stack sizes (numbers on the slots) are filledduring setup (see pg. 8 and pg. 9).

• Roads: Locations are connected by roads that
Characters and Foes use to move. Locations directly
connected by roads are adjacent to each other.
Characters moving through the labeled Upside
Down roads always gain 1 Fear (see pg. 10).

• Slot group: A group of any number of slots enclosed
by a box and identified by name.

• Season: Indicates the Season of the respective board.
• Locations: Iconic Locations from the series. Each
Location is associated with at least 1 action.

• Ally card slots: Slots for Ally cards, always associatedwith the Recruit Ally action (see pg. 13) and with atoken slot.

Act Track

Level Token Slot

Ally Card Slot

Eleven Power

Upside Down

SeasonRoad

Slot Group4• Act track: Determines the minimum number of
Scene cards that players reveal at the end of their turn(see pg. 11). The track advances each time the Action
deck is reshuffled. If the tracker ever advances past
the 3rd act, the game is immediately lost (see pg. 11).

Location Action

Location

Hawkins

Tunnel System

CHARACTERS AND CHARACTER DASHBOARD
Each Character has a starting Location, Fear track,basic movement, and a unique ability, all listedon their Character dashboards. Eleven is not a
Character and is not playable. She keeps track of
the acts on the game board’s Act track and aids
Characters with her Powers (see pg. 7).
• Starting Location: Location in which each Character
starts the game.
• Movement: The number of Locations the Charactermay move to during their turn. A Character’s
movement may be increased by using Action cards(see pg. 10).

• Ability: Unique ability of each Character. Unlessassociated with specific actions or turn steps (seepg. 10), abilities are always in effect during the game.
• Fear track: Represents how afraid a Character is.
Characters gain Fear as the game progresses throughScene cards (see pg. 11), moving through Upside
Down roads, or failing when performing contested
actions (see pg. 13). For each Fear gained, advancetheir Fear tracker 1 space to the right. If 1 or more
Characters reach the last space of their track, they
become Terrified and the game is immediately lost.

SCENE CARDS
Scene cards represent dangerous events that theCharacters go through. Each player draws Scene cards
at the end of their turn and performs their listed effects.
Scene cards may move Foes, give Fear, remove Allies
from the game, eliminate Eleven Powers, and create
or increase stacks, among other effects.
Unless stated otherwise, if any choice on how toresolve effects is given, the active player (the player
currently taking their turn) chooses how to proceed.
Whenever a Scene card effect moves Foes, always
take the shortest path. If there is more than 1 option
available, the active player chooses 1.

NameStarting Location
Movement
Ability
Fear Track

ACTION CARDS
Action cards represent the Characters’ determination.
Characters use Actions cards to increase their
movement and perform actions. Players may showor discuss their Action cards at any time. Each Action
card may have up to 3 different effects:• Danger icon: Present on some cards. It increases
the dangers that the Characters are submitting
themselves to. Characters draw 1 extra Scene cardthey
at the end of their turn (see pg. 11) for eachhave played.

adds• Friends icon: Present on some cards. Each
+1 to the Character’s total action value if they’re in
the same Location as at least 1 other Character.

Friends
Icon
ActionValue• Action value: Present on all cards. The action value ofeach card may vary from 1 to 3. The total action valueof the cards played by a Character during each turn stepis used to determine their total movement and action
result (see pg. 11).

DangerIcon

5

Scene Name

EffectLEVEL TOKENS

Back

Numberedfront

Demogorgon
front

Level tokens () are placed in slots on the board,creating stacks to represent challenges that theareCharacters must overcome. The back of all
the same: blue with an exclamation point. Their
front, however, may be of 2 different types:• Numbered: Feature red values that vary from 0 to 5.
• Demogorgon: Feature a red Demogorgon faceand no fixed value. Their value is determined by the
number of stacks in the Demogorgon slot group (0to 8). Demogorgon tokens are only used in Season 1.

Some stacks are created during setup (see pg. 8
and pg. 9) while others are created via Scene cards’
effects (see pg. 11).
In addition, throughout the game, more tokens may
be added to existing stacks. Unless stated otherwise,
are always added facedown to the top of thestack. If a stack has the top token revealed and more
facedown on themust be added, place the newbottom of the stack instead.

If a game effect instructs players to add any number
to a stack, making it go over the maximumoflimit of 4, place tokens until the limit is reached andreturn the remaining ones facedown to the pool.
Each Character gains 1 Fear for each token that can’tbe added to the stack. Tokens may only be added
to existing stacks. If a game effect instructs players
to add tokens to an empty slot (without any stacks),
simply don’t add any tokens.

to
Example: At the end of her turn, Nancy reveals the Growing Vines Scene, requiring her to add 1
each Vines stack. The stack in the Western Tunnels has 4 tokens, the stack in the Eastern Tunnels has 1
token, currently revealed, and the Nest slot is empty. Nancy then proceeds to resolve the card. Since the, Nancy returns the token to the pool and eachWestern Tunnels has already reached the stack limit of 4
facedown on the bottom
Character in play (in this case, her and Joyce) gains 1 Fear. She then places 1of the Eastern Tunnel stack, as the top one is revealed. Nancy can’t place a token in the Nest because there
is no stack in that slot.

Unless stated otherwise, tokens are always placed
facedown (blue side up) in the slots. However, somegame effects may instruct players to reveal tokens. Inof the indicated stack(s).
such cases, flip the top
isalready
revealed,
nothing happens. If
If the top, checka game effect instructs players to look at
the value of the indicated token(s) and return themto their stack in the same order as before, without
revealing them.

STACKS

Stacks are the piles offormed in token slots. Stacks(empty slots do not countcan contain from 1 to 4
as a stack). During the game, Characters use their
Action cards to beat the total value of specific stacks
and have them removed from the board in order toperform actions and win the game (see pg. 11).

6

FOES

ITEM CARDS

Foes are the enemies that move around the board,
threatening the Characters. Unless stated otherwise,
Characters can never move through Locations witha Foe. However, if a Character starts their turn in a
Location with a Foe, they may leave the Location.
In addition to blocking movement, Foes may also
force Characters to gain Fear and discard Action
cards through the effects of Scene cards (see pg. 5)
and prevent Characters from performing actions(see pg. 10).

Items are useful objects that assist Characters byadding bonus values to perform specific actions(see pg. 10). Items are acquired from a deck of Item
cards via the Get Item action (see pg. 12). Onceacquired, Items are stored below the Character
dashboard and are not discarded when used.
Each Character can have up to 2 Items, and bothcan be used simultaneously by the Character aslong as both provide bonuses to the action being
performed. Unless stated otherwise, Characters
can only use their own Items, even if sharing a
Location with another Character, and cannot trade
Items among each other.

Each Season has its specific Foes. The Demogorgonand Patrols are used in Season 1. Demodogs areused in Season 2.

ALLY CARDS
Allies are friends, family members, and acquaintancesthat can be recruited through the Recruit Ally action(see pg. 13) to assist the Characters. Ally cards areplaced randomly in Ally slots on the board, along
listed on their stack size in thewith the number ofassociated token slot. Each Season has a set of 8 Allies.
Once recruited, Allies are stored below the Character
dashboard and are not discarded when used. EachCharacter can have any number of Allies, limited onlyby the number of Ally cards for each Season. Allies
cannot be traded among Characters. Allies are always
in effect during the game, unless associated withspecific actions or turn steps.

Stack
Size

Item
Name
Bonus
Value

ELEVEN POWERS
Present on the board and with associated token slots,
Eleven Powers can be activated through the Help
Eleven action (see pg. 13) and provide the Characterswith powerful effects in exchange for their assistance.
Each Power can be activated once per game. Onceassociated with the Power are
activated, all
returned to the token pool. Powers without a stackassociated with them cannot be activated.

Power Name
Ally
Name

EffectEffect7

SEASON 1 SETUP
1. Place the game board in the play area with the 5. Take 7 random
Season 1 side faceup.

2. Take the Season 1 Scene cards and Ally cards andshuffle them separately, forming individual decks,
and place them facedown next to the board,
within reach of all players.

3. Shuffle the Item cards and the Action cards
separately, forming individual decks, and placethem facedown next to the board, within reachof all players.

4. Shuffle all numbered(excluding the 5
Demogorgon tokens) facedown, creating apool, and place them next to the board, withinreach of all players.

from the pool. Without
revealing, shuffle them with the 5 Demogorgon
facedown. Then, take these tokens andrandomly place them in the Rescue Will slots,
creating 3 stacks of 4 tokens.

6. Place the indicated number of facedown tokens
from the pool in all game board numberedslots, creating stacks (Eleven Powers, Hawkins
Laboratory, Patrols, and Demogorgon group slots).
from the Hawkins’ stacks.
Then, reveal the top

7. Draw and place 1 Ally card faceup in the Hawkins
School and Byers House Ally slots. Then, placein their associateda number of facedownslots, creating stacks as indicated by each Allyof the stacks.
stack size. Finally, reveal the top

2
8

3

4

11

8. Place the Demogorgon in the Upside Down
School Location.

9. Place 1 Patrol standee in the Hawkins Castle
Byers Location and 1 in the Upside Down
Laboratory. Make sure that the plastic stands
are attached to the standees.

10. Each player:• Chooses 1 Character and takes their respective
figure, Character dashboard, and 1 Fear tracker.
Return unselected Characters, dashboards,
and Fear trackers (if any) to the game box.
• Places their Character in the starting Location
indicated on their dashboard.
• Places the Fear tracker on the start space of
the Fear track on their Character dashboard.
• Draws 5 cards from the top of the Action deck.
NOTE: If Lucas is in play, his player also takes 1 Item
card from the top of the Item deck.

11. Place the Eleven tracker on the 1 space ofstthe Act track on the board.

6

7

1

9
10

5

8

SEASON 2 SETUP
1. Place the game board in the play area with the 5. Place the indicated number of facedown tokens 8. Each player:
Season 2 side faceup.

from the pool on all numbered slots creatingstacks (Eleven Powers, Laboratory, Rescue Will,
Western Tunnels Vines, Demodogs, and The
from
Gate group slots). Then, reveal the top
the Hawkins’ stacks.

2. Take the Season 2 Scene cards and Ally cards
and shuffle them separately, forming individual
decks, and place them facedown next to theboard, within reach of all players.

3. Shuffle the Item cards and the Action cards

6. D raw and place 1 Ally card faceup in the School
and Byers House Ally slots. Then, place a numberin their associated slots,of facedown
creating stacks as indicated by each Ally stackof the stacks.
size. Finally, reveal the top

separately, forming individual decks, andplace them facedown next to the board,
within reach of all players.

4. Shuffle all numbered

facedown, creating apool, and place them next to the board, withinreach of all players.

IMPORTANT! Demogorgon
Season 2.

7. Place 1 Demodog in the Eastern Tunnels and
1 in the Nest Location. Place the remaining 2
Demodogs next to the board, within reach of
all players.

• Chooses 1 Character and takes the respective
figure, Character dashboard, and 1 Fear tracker.
Return unselected Characters, dashboards,
and Fear trackers (if any) to the game box.
• Places their Character in the starting Location
indicated on their dashboard.
• Places 1 Fear tracker on the start space of the
Fear track on their Character dashboard.
• Draws 5 cards from the top of the Action deck.
NOTE: If Lucas is in play, his player also takes 1 Item
card from the top of the Item deck.

9. Place the Eleven tracker on the 1 space of thest

Act track on the board.

are not used in

3

2

4

9

6
1

8

7

5

9

HOW TO PLAY
Once players have chosen a Season to play, theytake their turns in clockwise order. The player
who most recently rode a bike goes first. A player
currently performing their turn is the active player.
Each player turn has 4 steps, to be performed in order:
1. Move
2. Perform Action
3. Refill Hand
4. Reveal Scenes

1. MOVE
The active player may move their Character. A
Character’s movement value (the number ofLocations they can move through) is determined bytheir dashboard and may be increased by playing 1
or more Action cards before moving. Add the valueof the cards played (if any) with the Character’s basic
movement and move through the roads a numberof Locations up to the total movement value. Keepthe cards played next to the Character’s dashboard
played during
to keep track of the number of
the turn.

REMEMBER: Characters moving through certain
roads connecting Upside Down Locations gain 1
Fear for each road they move through.
Example: Lucas starts his turn in the Police Station
Location with the Demogorgon, Hopper, and Mike.
He wants to reach the Upside Down Laboratory.
The shortest and ideal route to the Location would
require 3 movements and there would be no Feargain. However, there’s a Patrol in the Hawkins
Laboratory, which would force Lucas to end his
move step immediately without reaching theintended Location. He then plays 2 Action cards:
and a value 2 with. His
a value 1 card withtotal movement is 5: his Character’s 1 movement,
plus 4 (3 from the cards’ values and 1 for thesince he’s in a Location with other Characters). He
decides to move through a longer path, using 4 ofthe 5 total movement value. He stops in the Upside
Down Laboratory, gains 1 Fear for moving throughthe Upside Down road, and loses the rest of his
movement value (1).

2. PERFORM ACTION
If the Character ends their move step in a Location
without a Foe, the active player may perform 1 action
listed on the Character’s current Location (or in thecase of Mike, his ability). Actions allow players to gain
Items, recruit Allies, lose Fear, and activate Eleven
Powers, among other options. Performing a Location
action is optional.
However, if the Character ends their move step in a
Location with at least 1 Foe, they cannot perform a
Location action. Instead, they must perform 1 Fight
action (see pg. 14).
To perform any action, play at least 1 Action card andadd any bonuses from Items, Allies, and/or abilities
to determine the total action value. Keep the cards
played next to the Character dashboard, along withthe cards played during the move step, if any. Then,
perform the action (see pg. 11).
Once the perform action step is completed, playmoves to the next step.

The player may decide not to use the total
movement value. However, any leftover movement
is lost (it does not carry over to the next steps). If,
at any point during their movement, the Character
enters a Location with a Foe, their move step ends
immediately and any leftover movement value islost. Unless stated otherwise, Characters may only
leave Locations with a Foe if they start their turnalready in the same Location.

3. REFILL HAND
The active player draws Action cards from the top of
the deck until they reach 5 cards in hand. If there aren’t
enough cards in the deck, shuffle the discarded cards
back into the deck, along with the cards separated
next to the Character dashboard (making sure toplayed), andfirst take note of the total number ofmove Eleven 1 space to the right on the Act track.
Then, the player continues refilling their hand.

Once the Character reaches their intended Location,runs out of movement, or enters a Location with aFoe, their turn proceeds to the next step.

10

4. REVEAL SCENESThe active player draws and resolves Scene cards.
Determine the number of Scene cards to reveal
by adding the current Act number (1, 2, or 3) with
icons on the cards played
the total number ofduring the turn (0 to 5). Action cards discarded bya game effect do not count towards the number of
Scene cards to reveal. Deduct from the total amountbonus the active player may have (such as
any
Laboratory empty slots or Ally effects).

However, there is 1 empty slot in the Hawkins, andLaboratory, which allows him to ignore 1
Officer Powell is his Ally, also allowing him to.
ignore 1

Stranger Things: Upside Down is a cooperative
game. Players either win or lose as a group. As soon
as players complete the following goals, the gameends immediately in victory:• Season 1 goal: Save Will by removing all stacks
from the Rescue Will slots.
• Season 2 goal: Save Will and close the Gate, in thisorder. First, remove all stacks from the Rescue Will
slots. Then, remove the stack from The Gate.

Then, reveal from the top of the Scenes deck andresolve 1 Scene card at a time. Discard each Scene
that is resolved into a discard pile. If, at any point,
an End of the Day Scene card is revealed, resolve its
effects and reshuffle the discard Scene pile back into
the deck without revealing any further cards.
Once the player is done revealing Scene cards,
either by revealing the total number required or an
End of the Day card, their turn is over. If the Action
deck wasn’t shuffled during the Refill Hand step,
discard the Action cards played during the turn intoan Action discard pile next to the Action deck. Then,
play moves to the next player in clockwise order.

WINNINGOR LOSING

Players immediately lose the game if 1 or more
Characters become Terrified and/or if the Action
deck would be reshuffled while Eleven is already on
the 3rd act space.
He will then reveal and resolve 2 Scenes, 1 at a time.

ACTIONS
Actions are performed by the Characters during theirturn, according to the Location they’re in, abilities (inMike’s case), or the presence of Foes. There are 2
types of Actions:

IMPORTANT! Whenever a game effect instructs
players to remove a card from the game, place thecard back in the game box. The card will no longer
be available during the remainder of the game.

UNCONTESTED: Characters resolve the action
without any obstacles.
CONTESTED: Characters must beat the value of stacks
in order to resolve the action. Otherwise, the action
cannot be resolved and the Character gains Fear.

during his move step
Example: Lucas played 1duringhisaction.
He
would have to draw
and 1
plus
2 since Eleven is
4 Scene cards, 1 for eachndactspace.
on the 2

DEMODOG SPAWN
When playing Season 2, Demodogs may be spawned
by Scene cards. Every time a Demodog is spawned,in an empty Demodog slot
create 1 stack of 3
and place 1 Demodog figure currently off the board
in the listed Location. If all 4 Demodogs are on theboard, nothing happens. Proceed to resolve thecard’s other effects, if any.

UNCONTESTED ACTIONSThere are 3 uncontested Actions, each withunique effects.

CALM DOWN AND CALM DOWN +2
Lose an amount of Fear equal to the total action value.
• Locations: Scrap Yard and Hawkins Castle Byers(Season 1) and Pumpkin Patch (Season 2). The Scrap
Yard Location also adds 2 to the Character’s action value.

11

GET ITEM AND GET ITEM +2
Draw a number of Item cards equal to the action value
from the top of the Item deck. Choose 1 to keep andshuffle the rest back into the deck. All Hawkins’ Locations
and the Upside Down Laboratory allow Characters to
perform the Get Item action. The Main Street Location
also adds 2 to the Character’s action value.

GATHER INFO
Reveal the topof as many stacks as the action value (if possible).
• Locations: Police Station (Seasons 1 and 2).
Example: Hopper is in the Police Station Location. He plays 2 cards: One with value 1 and the other with value 2.

REMEMBER: Characters can have up to 2 Items at
any time. If a player would get a 3rd Item, they mustchoose 1 to discard.
Example: Nancy is in the Main Street Location. She
plays 1 card with value 3 and gains 2 more from the
Location. She proceeds to draw 5 Item cards from the
top of the deck. She chooses to keep the Gasoline
and shuffles the rest of the cards back into the deck.

He proceeds to reveal the tokens on top of 3 different stacks and chooses the 3 Rescue Will stacks.

12

CONTESTED ACTIONS
Contested actions require the player to beat a stackin order to be resolved. To beat a stack, the action
value must be equal to or higher than the total sum
value in the stack. Otherwise, the actionof thefails, it is not resolved, and the Character gains Fear.
When performing a contested action, perform thefollowing steps, in order:

1. Play Action cards and determine the total action value.
2. Check all thein the stack associated with theaction (see pg. 4) by turning them faceup (the top
may already be revealed) and tally their value. Notethat the stack associated with the Close Gate action
also has bonuses added to its value (see pg. 15).

value is equal to
REMEMBER: Each Demogorgon
the number of stacks in the Demogorgon slot group.

3. C ompare the total action value with the stack’s
total value:

RECRUIT ALLYRESCUE WILL

Each Ally has only 1 stack associated with them. Beat
the Location’s respective stack.
• Success: Discard the stack. Take the Ally card
associated with the Location and place it faceup
below the Character dashboard. It starts to takeeffect immediately (in the same turn). Then,draw the top card from the Ally deck and place it
faceup in the empty Ally slot. Place the number ofindicated on the Ally card stack size
facedown
in the associated slot, creating a stack. If the Allydeck is depleted, no more Allies can be placed andrecruited in the Location.
• Locations: Hawkins School and Byers House(Seasons 1 and 2).

HELP ELEVEN
Choose 1 unused Eleven Power (Powers with a stack)available in the Location and beat its respective stack.
• Success: Discard the respective stack. The chosen
Eleven Power immediately activates and cannot be
activated again for the rest of the game.
• Locations: Upside Down Laboratory (Season 1)
and Wheeler House (Seasons 1 and 2).

• If equal or higher: The action is a success. Discard
the respective stack from the slot, returning all its
facedown to the pool. Then, proceed to resolve the action.
• If lower: The action failed and cannot be resolved.
Instead, perform the following steps, in order:
1. Gain Fear equal to the difference between theaction value and the stack’s.
in the stack facedown and shuffle
2. Turn all
and return it tothem. Randomly remove 1
the pool, without revealing its value.
3. Return the stack with the remaining tokens
facedown back to its slot.
, the Character
IMPORTANT! If the stack only has 1
succeeds even if their total action value was lower
andthan the token’s. They proceed to discard theresolve the action. However, they still gain Fear.
There are 7 contested Actions, each with uniqueeffects and stacks to beat.

INVESTIGATE THE LAB
Choose any 1 stack in the Laboratory and beat it.
• Success: Discard the respective stack. Each empty
slot in the Hawkins Laboratory allows Characters towhen revealing Scene cards (see pg. 11),
ignore 1
regardless of the Location they’re in. It takes effectimmediately, in the same turn.
• Location: Hawkins Laboratory (Seasons 1 and 2).
IMPORTANT! If a card creates stacks in an empty
Hawkins Laboratory slot, it does not affect the
number of Scene cards drawn during that same turn(the active player still gains the empty slot bonus),
only in future ones.

13•S eason 1: Each Rescue Will action has only 1 stackassociated with it. Beat the Location’s respective stack.
• Season 2: Choose any 1 stack in Hopper’s Cabinand beat it. All stacks in Hopper’s Cabin must be
discarded before players can perform a Close
Gate action.
• Success: Discard the respective stack. All Rescue Will
slots must be empty to win the game (see pg. 11).
• Locations: Upside Down School, Byers House,
and Castle Byers (Season 1) and Hopper’s Cabin(Season 2).
in a
IMPORTANT! In Season 1, Demogorgon
beaten stack are discarded back to the pool as usual.
This means that the tokens, initially only present in the
Rescue Will stacks, may eventually be added to any
stack in the game through the effects of Scene cards(when adding tokens or creating stacks).

FIGHT
A Fight action is performed in any Location with aFoe. Foes are always fought 1 individual at a time. If
there is more than 1 Foe in a Location, choose 1 toFight. The action resolution differs for each Foe:
DEMOGORGON - SEASON 1
Choose any 1 stack in the Demogorgon group slot andbeat that stack. If all Demogorgon slots are empty, theplayer must still fight it. In this case, play at least 1
Action card and immediately succeed.
• Success: Discard the respective stack and movethe Demogorgon to an adjacent Location. If all
Demogorgon slots were initially empty, movethe Demogorgon a number of Locations equal tothe action value. The Demogorgon can never be
eliminated or removed from the board.

Example: Hopper is in the Police Station with the Demogorgon. He decides not to move and therefore
must perform a Fight action. He plays 5 action cards for a total of 9 action value.

Then, he chooses 1 stack from the Demogorgon and reveals its 4 tokens: 2 tokens value 1, 1 token value
3, and 1 Demogorgon token, which values 4, since there are 4 stacks in the Demogorgon slot group. The
stack total value is also 9. The action was a success!

PATROLS - SEASON 1
Patrols have only 1 stack associated with them. Beatthe stack in the Patrols group slot.
• Success: Discard the stack, move the Patrol to any
Location on the board, and immediately refill thefrom the pool.
Patrols slot with 4 facedown
Patrols can never be eliminated as a result of aFight, but may be removed from the board as aresult of the Psionic Blast Power (see pg. 13).
DEMODOGS - SEASON 2
Choose any 1 stack in the Demodogs group slot andbeat that stack.
• Success: Discard the respective stack and remove
the eliminated Demodog figure from the board.
Although Demodogs can be eliminated in a Fightor removed due to game effects, more Demodogs
may also be spawned during the game, returningthem to the board (see pg. 11).

Hopper discards the respective stack and moves the Demogorgon to the Scrap Yard.

NOTE: If a Character is in a Location with a Foe,
they must perform a Fight action. In the rare eventthe player has no Action cards in hand, consider
their action value 0.

14

REMOVE VINESThe Remove Vines action is exclusive to Season 2.
Each Remove Vines action has only 1 stack associatedwith it. Beat the Location’s respective stack.
• Success: Discard the stack. Vines stacks interact
with Scene cards. By removing them, Characters
reduce their chances of gaining Fear. In addition,
tokens in the Vines stacks add value to The Gate
which must be beaten in order to win the game.
• Locations: Western Tunnels, Nest, and Eastern
Tunnels (Season 2).

Example: Joyce is in The Gate Location and performs a Close Gate action. Knowing that the top token
value is 2, since it was already revealed by a game effect, she plays 4 action cards. Since Jonathan is herbonus value, for a total action value ofAlly and he counts as a Character in her Location, she gains 2.
Sherevealsthetokensfrom the stack. The stack value is 8.
10. The Gate stack starts the game with 4

across the Vines stacks, 3 in the Western Tunnels and 1 in the Nest (the Eastern
There is a total of 4
Tunnels slot is empty), and there is 1 Demodog on the board, so the Gate total value is 13. She failed.

CLOSE GATEThe Close Gate action is exclusive to Season 2 andcan only be performed after Will has been rescued(see pg. 13).
The stack value is equal to the total value of The
in each Vines
Gate stack plus the quantity ofstack (0 to 12) and Demodogs on the board (0 to 4).
• Success: Discard the stack. The Gate slot must be
empty in order to win the game (see pg. 11).
• Locations: The Gate (Season 2).
Joyce gains 3 Fear, shuffles the tokens in the stack, removes 1, and places the stack back into the slot.

15

- SUMMARY Choose a Season to play and perform its setup. Then, start the game.

PLAYER TURN
Each player turn has 4 steps, to be performed in order:
1. Move
2. Perform Action
3. Refill Hand
4. Reveal Scenes

1. MOVE
Move through the roads a number of Locations up to theCharacter total movement value.
• Add the value of Action cards played (if any) with theCharacter’s basic movement.
•
Unless stated otherwise, if the Character enters a
Location with a Foe, their move step ends immediately.
• Characters may only leave Locations with a Foe if they
start their turn already in the same Location.

2. PERFORM ACTION

TYPES OF ACTIONSUNCONTESTED: Are not associated with stacks and areresolved without any obstacles.
CONTESTED: The value of the stack associated with theaction must be beaten to be resolved.
1. P lay Action cards and determine the total action value.
2. Tally the stack value.
3. C ompare the total action value with the stack’s total value:• If equal or higher: The action is a success. Discard
the stack and resolve the action.
• If lower: The action failed and cannot be resolved.
Instead:
1. Gain Fear equal to the difference between theaction value and the stack’s.
.
2. Shuffle the stack and randomly remove 1
3. Return the stack facedown back to its slot.

WINNING OR LOSINGThe game ends immediately in victory:

Perform an action depending on the Location and Foes.
• If the Character ended their move step in a Location
without a Foe, they may perform 1 Location action.
• If the Character ended their move step in a Location
with at least 1 Foe, they must perform a Fight action.

SEASON 1: When Will is saved by removing all stacks fromthe Rescue Will slots.
SEASON 2: W hen, in order, Will is saved and the Gate isclosed. First, remove all stacks from the Rescue
Will slots. Then, remove the stack from The Gate.

3. REFILL HAND
Draw Action cards from the top of the deck until 5 cards inhand are reached.

4. REVEAL SCENES
Draw and resolve Scene cards, 1 at a time, equal to the Act
played during the turn.
number plus number ofIf an End of the Day card is revealed, resolve its effects andstop revealing cards. Reshuffle the discard Scene pile.
REMEMBER: If a game effect instructs players to add
to a stack making it go over the maximum limit of 4, each
Character gains 1 Fear for each token that can’t be added
to the stack.

The game ends immediately in defeat if any of thefollowing happens:• If 1 or more Characters become Terrified.
• If the Action deck would be reshuffled while Eleven isalready on the 3rd act space.