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Naomi and Ely have loved each other their whole lives, even though Ely isn't exactly into girls. The institution of a "No Kiss List" has prevented the two from rifts in the past, but bonds are tested when they both fall for the same guy.

On Halloween night, Todd throws a costume rave on the sound stage where Dawson thinks he sees the ghost of a famous Hollywood actress whom was murdered, while he also sees Todd and Natasha becoming more friendly. Jen is encouraged by Jack to call C.J., but she thinks he's gay after he shows up at the rave with another guy. Jack has a talk with C.J. and finds out the guy he's with, David, is gay, but not him. But C.J. also confides in Jack that he's not interested in Jen either. Meanwhile, Joey is stuck babysitting for Professor Hetson's annoying and headstrong 15-year-old daughter, Harley. Eddie helps her by taking them to a haunted house, where he and Joey kiss. Also, Audrey breaks up with Pacey at the costume rave after she overhears him talking to Emma that he doesn't love Audrey anymore.

Hannah thinks someone is stalking her and sets a trap; Hannah's mother confronts the principal; Clay strikes back at someone who wronged Hannah.