How the Upside Down Became TV’s Scariest Alternate Dimension

Scott J. Davis
TV Stranger Things
TV Stranger Things Sci-Fi Netflix

Stranger Things debuted on Netflix on July 15, 2016 and we were immediately hooked: its 80s-fuelled sci-fi/horror/comedy mash-up struck a chord with audiences, leading to two more equally mesmerising seasons. With the promise of one or two additional seasons to come, according to creators the Duffer Brothers. The relationships between the (well-written and well-acted) characters, the world building, the nostalgia: everything has been married together so brilliantly by the Duffers that the show’s fans just keep wanting more. Indeed, the latest season is proving to be the favourite so far with 61% of fans, according to our poll. With plenty yet to explore, there’s certainly more to learn — particularly about the mysterious alternate dimension that the show revolves around.

That’s right, for all the nuance and charm that has made audiences fall in love with the show, it has also brought us the fascinating, and frustratingly underexplored, Upside Down. A dark, murky reflection of our world (but gone to hell), we discover a little more about the alternate dimension in Stranger Things 3, but ultimately the show has left us with more questions than answers about why and where it exists, its characteristics and properties. Which makes it all the more chilling. Looking back at Season 1 through Season 3, here’s how the Upside Down became TV’s — nay, the SCREEN’s — most terrifying alternate dimension.


At the beginning of the first season of Stranger Things, we are introduced to the show’s four main heroes Dustin, Mike, Will and Lucas — our ‘Ghostbusters’, who we even see dressed as the 1980s’ big-screen foursome in Season 2 — playing Dungeons & Dragons. As the show progresses, parallels between elements of the role-playing game and the Upside Down become increasingly apparent.

Stranger Things S1 Timeline

In that moment, however, the boys speak only of the Demogorgon as the game world’s Prince of Demons, the evil that must be stricken from their created D&D world at all costs. But as they play, Will’s character is defeated by the creature in a cruel twist of fate — the outcome of the game is soon to become much more tangible. “The Demogorgon got me,” says Will. Minutes after the game is over, Will is abducted by a monster reminiscent of D&D’s Prince of Demons, eventually earning the creature its nickname. It’s at this point we get our first real glimpse at the otherworldly goings-on in Hawkins. Snatching a child away so early in proceedings recalls Stephen King’s It — with the novel, miniseries and film version of which responsible for giving generations of kids nightmares.

Across town at Hawkins National Laboratory, scientists are doubling down on projects they’ve been working on for decades. Led by Dr. Martin Brenner, they had been performing experiments on abducted children, and one such child — code-named Eleven — had made metaphysical contact with a Demogorgon via her newly engaged powers. The encounters ruptured a hole in our dimension and connected the laboratory with the creature’s world, an alternate dimension which the children go on to name the Upside Down. Child abduction and shady experiments thrown into the Upside Down mix? Things start to look very horrifying indeed.


So, at this stage, we know it’s possible for beings (one being, at least) in the Upside Down to connect telepathically with people in our world (one girl, at least) attuned to the latent powers of the mind. We — and the Hawkins posse — also soon learn that this strange land is almost identical to the human world, though more of a hellish dark mirror of itself than a straight copy. Where our world is vibrant and full of life, the Upside Down is cold, stark and decaying.

A John Carpenter-esque fog winds through every part of this ‘otherplace’, and it looks almost burnt to a crisp with all the ash-like snow that falls from the skies. As anyone who has just seen Chernobyl knows, it’s almost as if it has been incinerated by a nuclear holocaust. There are some signs of life, notably trees and plant life, but, like the rest of the place, it’s in a state of decomposition, and covered in a goo-like substance that typifies the festering pustule that is the Upside Down. Alien cocoons akin to those in James Cameron’s Aliens are spread across the ground. Have humans been placed here and harvested before this event? That’s the question you can’t help but ask.

Stranger Things S1 Eleven

Upon learning about the alternate dimension and after seeing Eleven flipping the D&D board upside down, Dustin — the ultimate nerd coolest kid alive — immediately grabs one of the D&D adventures, The Vale of Shadows, and reads the location description:

“A dimension that is a dark reflection, or echo, of our world. It is a place of decay and death, a plane out of phase, a place of monsters. It is right next to you and you do not even see it.”

Just as the entirety of Stranger Things can be seen as an allegory for growing up, with the kids’ real-life struggles foregrounded, and manifested in a D&D-style adventure brought to life, it’s also a metaphor for political and environmental issues affecting us in the real world. The Upside Down represents a stark, scary depiction of what life could be if we continue to run the planet into the ground. Whether that be through political power games and shonky economics, man-accelerated global warming, the pollution of the oceans, the unsustainable consumption of energy and natural resources, or, of course, nuclear war. There may never be real Demogorgons walking around, but the metaphorical monsters threatening to destroy the Earth are just as horrifying.


Seeking real answers about alternate dimensions and realities, the group seeks the help of their science teacher, Mr Clarke, who describes the Vale of Shadows as an “echo of the Material Plane” where “necrotic and shadow magic” exist. He tells them about American physicist Hugh Everett’s many-worlds interpretation theory: that there are parallel universes with infinite variations of what they know. Using an acrobat and a flea as examples, he suggests that the acrobat can move forwards and backwards in the real world, represented by a tightrope, following the rules of our universe.

Mr Clarke (Randy Havens) talks science in Stranger Things.

A flea, however, can also move “along the side of the rope”, and even upside down, underneath it. For the acrobat — aka human — to access the ‘upside down’, he would require a doorway, or “tear”, in space and time created by a massive amount of energy.

Dustin, Mike and Lucas are aware that this doorway already exists but what they don’t know is that the rift between the two dimensions is getting more severe and things in their world are noticeably affected: their compasses, for example, go haywire anywhere near Hawkins Laboratory, while electricity and magnetism generally are also affected. This is something that Mr Clarke said would happen, theoretically, should such a tear come into existence. Indeed, while Will is trapped in the Upside Down, he is able to use lights and telephone wire signals to communicate with his mother. Somehow, he is able to control electrical impulses from the Upside Down to send coded messages. So far, so spooky.

These occurrences are, of course, tension-building warning signs, as well as an indication that conditions in the Upside Down are also affected via the linking of the two worlds. And, of course, what they ultimately point to is supremely horrifying. With a doorway between dimensions open, it means that anything on the other side of it is at liberty to come through — and, as we discover, the visitor that arrives is not exactly nice.

As the season concludes, we discover that conditions allow the Demogorgon to pierce holes in the fabric between dimensions of its own accord as it hunts for Eleven, presumably able to go back and forth at will (at this point in the story, at least). But through their subsequent battle, we also learn that it is possible for the dimensions to be detached from one another. At a price… to defeat the Demogorgon, Eleven herself is sucked into the Upside Down while simultaneously closing the worlds off from each other. As far as we know, at this point, she is seemingly lost forever.

Elsewhere, things take a turn: at the bathroom sink, Will throws up a Cronenbergian dark slug-type creature that scurries down the drainpipe, before he’s met with a vision of the Upside Down taking over his bathroom. The door might have closed, but the Upside Down has a Plan B.


Fast forward a couple of months and Hawkins, come Season 2, seems relatively peaceful, and heading back to some semblance of normality. Except for Will, that is. Emotionally and mentally scarred from his ordeal, Will’s everyday life is interrupted with stark, vivid flashes of the Upside Down and its apparent Queen, the Mind Flayer — another name lifted from their beloved D&D. The gargantuan beast looks like a hybrid of the Xenomorph Queen, Brundlefly and Godzilla, but it seems to be biding its time in terms of orchestrating a physical attack on Hawkins or any of its residents.

Indeed, the Mind Flayer seems to have another trick or two up its sleeve. One of which involves using Will as a host to penetrate Hawkins and the ‘Material Plane’. In doing so, it’s enacting the ultimate Jedi Mind trick in taking over Will’s body so that when the time comes, Will will enable it to execute its master plan.

Stranger Things S2 Eleven

Taking inspiration from Aliens and Invasion of the Body Snatchers, Stranger Things also layers on the revelation that the Upside Down and the creatures within it have the ability to adapt, crossing the dimensions in ways other than simply via a crude portal. This raises the stakes of Stranger Things 2 tenfold. Monsters — much like the PTSD Will is suffering, alongside other mental health issues — are at their most potent when they are left unchecked, insidiously able to ‘mutate and take over’ their host in scary, unpredictable ways that could spiral out of control. Again, in aligning the vivid ‘cinematic’ horror in Stranger Things with real-life ‘horrors’, the Duffer Brothers up the ante when it comes to freaking us the feck out.


What of the slug that Will threw up at the conclusion of Stranger Things Season 1? Well, after seemingly being impregnated by the Demogorgon and seeing the fledgling creature scurry down the drain, we learn that it too was part of a bigger plan that the Mind Flayer — and, by extension, the Upside Down — had in store. Remember the scene in Independence Day when the aliens arrive and Jeff Goldblum tells his story about chess? This is the Upside Down’s chess game with the real world, positioning its pieces strategically so that, when the time is right and everything is in place, it will make its final move.

Hopper (David Harbour) investigates the decaying farm in Stranger Things 2.

It’s Dustin who finds the slug. He takes it home to study it, naming it D’Artagnan (a nod to the fact that, perhaps, that’s how he sees himself in the Hawkins ‘Musketeers’). But Dart’s real reason for being soon becomes apparent following Hopper‘s investigation of a dying farm. A tunnel system beneath it houses a new ‘spread’ of the Upside Down. It’s on this discovery that we realise its emergence into the ‘Material Plane’ has taken a dramatic step forward.

The Gate, seemingly closed by Eleven, had burst open, allowing the creeping evil of the Upside Down to start taking hold all over again — this time all the more stealthily. With the Upside Down seemingly able to use every trick in the book, it’s proving to be a beast it’s difficult to get the measure of.



And so onto Season 3, which rang in the July 4th celebrations this year with a figurative and literal bang. Everything seems peaceful as events kick off — with Eleven and Mike enjoying their young romance, just like Lucas and Max — but, an explosion beneath their feet quickly puts the normal shenanigans of the young teens into touch.

Stranger Things S3 Timeline

As with much 1980s’ sci-fi fare, it’s the power-hungry Russians who are front and centre of the story here. After a failed test in their native land, they plot a course for Hawkins to utilise their latest piece of tech: a titanic machine that can channel enough energy to re-open the gate to the Upside Down, allowing them presumably to get a head-start on the Americans to capture and, hopefully, weaponize whatever comes through.

Exercising their power and influence over the local government, namely the corrupt, egomaniacal and self-serving Mayor Larry Kline, played by Cary Elwes, their plan to build a mall, known as Starcourt, in Hawkins as a cover for their dastardly deeds is going swimmingly — until the Mind Flayer is able to use to its advantage, that is…


The Mind Flayer is well and truly back in Season 3, and boy is he mad. Seemingly defeated by Eleven after wiping out the Demogorgons and closing the gate for a second time, it looked like that was the end of the trauma for Hawkins. But the Mind Flayer — aka Shadow Monster — loomed large over the town as the final curtain came down, shaking his metaphorical fist with the promise of revenge.

Just as it did before, the Flayer has been waiting patiently for its time to strike and, thanks to the meddling of the Russians, it gets its chance one year later. In a display of supreme intelligence and remarkable evolutionary capabilities, it has plotted anew, hyper-aware of Eleven’s power and the notion that she holds the key to the world’s survival. The answer is simple: kill her.

Stranger Things S3 Image

But simply sending Demogorgons to battle El again wouldn’t be enough. She’s proved herself against the Upside Down’s demon dogs on no less than two occasions. No, this time, it will need an army, and the Shadow Monster sets about assembling one. After testing its powers on rats, before ‘flaying’ Billy and using him as its new host, the Mind Flayer begins ‘flaying’ multiple Hawkins residents, and soon becomes more powerful than ever before. It’s able to take control of their minds to manipulate them, and use their bodies to take corporeal form on Earth, beginning its bleak reign of terror on the world.

Indeed, as the Mind Flayer starts to wage its own particular brand of war, the creature is drawn into several showdowns with Eleven. And as the Flayer gets stronger from consuming increasingly more human victims, so Eleven weakens until she is all but powerless — arguably the scariest moment of the whole show thus far. How do you win the long game if your MVP is taken out of contention?

Hopper (David Harbour) prepares to fight the Russians.

Of all the things that the Flayer and, indeed, Upside Down is capable, the potential for full and complete infiltration of our dimension changes the playing board. With the capabilities of the Upside Down and its related beings potentially limitless, and the show itself breaking free of any shackles it may have imposed on itself, the Duffer Brothers are gearing up for full-on Armageddon come Season 4. We might see our intrepid heroes having to lose the battle to win the war. Just like in Avengers: Endgame, more sacrifices could be necessary to find a path to victory. Painfully, both Billy and, as far as we can tell, Hopper have already lost their lives to save the others.

As Season 3 ends, the scope widens and with the Byers and Eleven taking leave, and the continued emphasis on the Russians, we could see Stranger Things 4 break out of Hawkins, taking the Upside Down global. Things look set to get very much darker, and stranger, before light and normality can return to the Indiana town.

Stranger Things 3 is now streaming on Netflix.

Scott J. Davis
Freelance Film Writer usually found in dark screening rooms, on a red carpet or avoiding the low-lying microphones of a Junket...