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Blah blah, season four, blah. Anyways, we open "Fear Itself" with the gang in Xander's basement, carving pumpkins. Well, everyone but Buffy, who's too busy being mopey over her being dumped by Parker to take part. Xander pulls out a movie, but Willow says she thought they were going to that Frat party? Xander is kinda put out 'cause nobody told him about the college party, but quickly says he'll go once Willow invites him. Buffy's mood overtakes her, and she leaves the gang to go back to the dorm, while Xander, Willow and Oz all decide that Parker need a pummeling.

Buffy walks home along the only street that seems to exist in Sunnydale (the one in front of Sun Cinema, the selfsame street featured in "Enemies", "Graduation Day pt.1", "Hush", "Bargaining pt.2", "Amends", and countless others), and punches a demon that jumps out at her, only to discover that it's really some guy in a demon mask. You know, 'cause it's Halloween. He asks what her problem is and runs off, and Buffy says that's what she'd like to know.

In the cafeteria the next morning, Buffy and Willow discuss the next step in Willow's magic training. Willow's kinda nervous about doing conjouring spells, and Buffy tells her if she's not ready, don't do it. Willow goes off the other end and says she'll know when to stop; she's the best judge of her abilities. Oz joins them in the line and says he's also worried that she might be taking on too much too fast. Buffy takes advantage of the opportunity to make it all about her by spying Parker laughing with a table-full of friends, and bolting from the cafeteria before being seen. Willow catches up and says she should start to move on, but Buffy says she doesn't want to. She also says she probably won't go to the party / haunted house that night, because Giles will want her to patrol.

Cut to Giles' place, where Giles answers the door dressed in a huge sombrero and colourful tunic, handing out candy. Turns out that now he's not a Watcher anymore, Giles has a lot of time on his hands, and has decided to embrace Halloween and all of its "inherent charms". Buffy tells him she should patrol that night, but he reminds her that demons et al tend to shy away from Halloween, finding it almost too crass.

Elswhere, the Frat guys prepare their haunted house for the party that night. Apparently the deal is visitors have to get through the haunted house before making it up to the party upstairs. One of the guys arrives with a bag of plastic spiders, and another guy says the sound system sucks, and they agree to call Oz. Then they prattle on a bit about how every holiday is about getting laid, blah blah, before the spider guy shows the other one a book he's found with a mystical symbol inside, for the floor upstairs.

Anya comes to Xander's basement, and is peeved that Xander hasn't called her even once after they "copulated". Xander doesn't understand why she's mad, considering that she said she was over him. Anya implies that he should have known better, and Xander basically says that he's glad to see her. This makes Anya happy, and she proposes that they go out that night. Xander says he's got plans with the gang, though, and Anya doesn't understand why he still hangs out with them, since he has nothing in common with them anymore. This disturbs Xander, but he changes the subject by inviting her along to the party, and Anya asks if this is a date. Xander pretty much says yeah, and sends her off to get a costume. "something scary".

Buffy shows up for Psych class late, and asks Professor Walsh for the day's assignment. Walsh tells her not to slack off, she doesn't care what her personal problems are; if she misses another class she's out. Walsh strides out, and Riley notes that Buffy's seemed down lately, but to not give up. He gives her the assignment, but advises her to have fun that night instead of doing the homework right away.

Back at the Frat House, the guys are colouring that mystic symbol on the floor in the attic, when Xander and Oz show up bearing Oz's amps and stuff. (Heh....cute line here. Oz: "Mi casio es su casio."). He hooks it up while Xander small talks the guys, and they find out he's not in college, further adding to Xander's complex. Oz trims one of the wires with his knife, and accidentally cuts himself, bleeding on the mystical sign on the floor. One of the plastic spiders laying on the floor shimmers and turns into a real tarantula; walking away.

Joyce lets the hem out of one of Buffy's old Halloween costumes (little red riding hood), so that Buffy can go that night, and they get to talking about old times. Soon Buffy's dad is brought up, and Buffy says she feels like her life is getting to be a pattern: you open your heart, and sooner or later the guy bails on you. Joyce says she understands, as she's been there, but that she loves her, and Buffy has a great circle of friends who won't let her down, and tells her she has nothing to be afraid of.

Shots of everyone getting ready that night, then we're back at the Frat House. One of the guys leads a blindfolded girl around, prompting her to stick her hand into a bowl of peeled grapes. He tells her they're eyeballs, and cackles in her ear. Looking disconcerted, she takes off her blindfold only to discover they really *are * eyeballs. She screams.

Outside, Buffy and Xander meet up; Buffy as Little Red Riding Hood, and Xander in a tux. He came as James Bond, just in case they all got turned into their costumes again. Willow and Oz meet up with them; Willow is dressed as Joan of Arc ("you know, seeing as how I was almost burned at the stake, and she had that close relationship with God."), and Oz looking utterly normal, except for a nametag that says "God". They're interrupted by some more of those army commando guys we saw in "The Freshman", who pass through with ski masks and camoflauge, and rifles. The gang continues on to the party, thinking that they were just people dressed up for Halloween. Flash to the party, where everyone's running around screaming.

The gang enters the Frat house, which is suddenly all quiet. They follow the signs to the party past a bleeding dummy head on a table, cobwebs, skeletons leaping out of the closet, etc. Willow freaks out over a spider on her shoulder, but when Oz tries to get it off of her it disappears, and the gang still thinks it's all a gag....Until they happen upon some blood on the floor. Suddenly they hear a squeaking, and a bunch of bats fly down at them. After they've passed, Oz picks one up off the floor and it's rubber. The gang realizes that this is no gag.

Outside, Anya walks up to the house in a big Bunny costume, but is disgruntled when there doesn't appear to be a door to the house. Suddenly she sees a woman screaming in an upstairs window, trying to get out, but then the walls seem to shut over top the window, and Anya realizes there's real trouble in the house. She says "Xander!" and runs off. Back inside the house, the gang has come back to where they came in, but the door and the stairs leading to the upper levels are gone. They find a guy rocking back and forth in a closet, and he says he's sorry; that he didn't know. As they're trying to figure out what's going on, the fake skeleton from earlier jumps out (real, now), and slashes at Buffy's shoulder. The wound is not serious, and the skeleton is fake again. The guy runs back to the closet and shuts the door, and the closet disappears. Buffy tells everyone else to get out of the house while she tries to get to the people upstairs.

Cut to Giles'. Anya shows up in her bunny costume and tells Giles about what she saw at the house, and says they have to rescue Xander. Oh yeah, and everyone else.

Back at the house Willow and Buffy have gotten into a fight over Buffy being bossy. She doesn't want Willow to do a guiding spell, but Willow wants to. Willow stalks off, and Oz follows her. Xander tries to calm Buffy down, but she doesn't even seem to hear him. She looks around suddenly, confused, and calls out for Xander. He thinks she's joking around, but realizes soon that she's not, when she wanders off, looking for him. He tries to follow her, but they quickly get separated. Elsewhere, Willow's bitching to Oz about how Buffy doesn't think she can do the spell, but they do find the stairs. Suddenly, however, Oz starts changing into the werewolf. She asks how it's possible; there's no moon out that night, but Oz realizes there's no time to find restraints, and he runs away.

Back downstairs, Xander finds a mirror and sees his reflection, so he knows he's still there, but no one else can see him. Upstairs, Oz sits in a bathtub chanting "you're not gonna change" over and over to himself. Willow sits on a table in another room, and does the guiding spell. A little green glowing light appears and buzzes around. Willow is indecicive about where she should have it guide her first, and as she mulls it over the glowing orb divides into two orbs, then two, then a whole bunch. They swarm around Willow like bees, and chase her as she runs off down the hall.

In another part of the house, Buffy hears Willow's cries for help, and tries to find her by going through a door. Instead, the door opens on nothing, and Buffy falls down into the basement. A dead guy with a broken neck confronts her and says that she's all alone, they all left her. But now she's not, and some people break out of the ground around her and grab her. Outside, Giles and Anya have arrived back at the house, and Giles says they're going to have to create a door. He pulls out a chain saw and starts cutting.

Back in the basement, Buffy breaks away from the dead people grabbing her, and suddenly finds herself in the attic. Looking around, she realizes that everyone else is there, too, each lost inside his / her own personal nightmare. She finds Oz and Willow and Xander there, and all of their personal fear things are gone. Buffy realizes that they all got so scared that they ended up there, in the attic. Buffy notices the symbol on the floor, and Xander says he saw them drawing it, copying it out of a book. They find the book, and Willow reads that the symbol is called the Mark of Gaknar, a fear demon, and that their fears are manifesting them. Buffy says they have to get everyone out of the house, just as Giles bursts in with his chain saw. He takes the book from Willow and gets caught up on the Gaknar thing. He shows Buffy of a picture of it and it looks fearsome. They decide they have to break the spell, and Buffy breaks the fear demon's mark by smashing her fist through the symbol on the floor. Unfortunately, this is one of the things that will immediately bring about Gaknar's manifestation, and from the hole in the floor the demon starts to rise.

Fear, fear, rising, rising, spooky lights. The demon rises up from the hole in the floor, to reveal that it's just a wee little demon. Ferocious and scary-looking, but it's only like, 8 inches tall. The gang kinda laughs and mocks him for a bit when he postures that he's the "dark lord of nightmares", before Buffy stomps on him.

Later on, at Giles', the gang eats all of his candy, while Xander studies Anya. She finally asks him what the deal is, and he wonders about her bunny costume, since he'd said she should go get something scary. Anya reveals that bunnies frighten her. Giles, over at the table, says "Oh, Bloody hell," as he reads more information about the fear demon in the book. Apparently, underneath the picture he'd shown Buffy, it said "Actual Size".

FLAWS: Okay, this is me being petty. I admit it ;) When Gaknar the fear demon rises from the hole in the floor, he rises, he rises, then he stops. Then he looks up, and he sees the gang standing around him. We cut to their point of view looking down at him, and he's standing on like, the third board in from the hole. So, my point is, we didn't see him take a little leap on over to the actual floor boards or anything. He didn't move from when he rose up. But he couldn't have risen up right there b/c there are floor boards all around him.

Also, I could be wrong on this, but don't chain saws usually have to be started by pulling on the rope thingy? Like lawn mowers? I suppose they might have some now where you can just touch a button and it fires up, but I've never seen any like that. Anyways, Giles doesn't pull anything on his chain saw, so it's either a flaw, or some new device I've not ever seen. Which is entirely possible.

THOUGHTS ON THE EPISODE: Eh. Season 4. Wait, isn't that what I said in the last "Thoughts" last episode? Eh. It's not bad, really. If for nothing else, this episode was good for all the one-liners. Also, Giles with a chainsaw, which was cool, and Oz being all sweet boyfriend guy to Willow. As far as plot development goes, we see that Xander's feeling increasingly cut off from the group, Buffy's got abandonment issues, and Willow's interest in magic is making her headstrong and stubborn. We also saw those commandos again.

BEST LINE: several.

Willow: "Where's supportive boyfriend guy?"

Oz: "Oh, well he's picking up your dry-cleaning, but he told me to tell you he's afraid you're gonna get hurt."

later, at the Frat House after Oz has hooked up his sound system, he stands back and looks at it as he notices some crackling sound, and Xander says:

Xander: "Sensing a disturbance in the force, Master?"

and at the party, when Oz shuts off the spooky Halloween sounds in the frat house:

Buffy: "Thank the Lord!"

Oz: (wearing the God nametag) "You're welcome."

and in the attic, when the gang realizes their fears are manifesting Gaknar, Xander says:

"If we close our eyes, and say it's a dream, (hears growly evil voice sound), "it'll stab us to death! These things are real!"

and one more ;)

When Willow wants to do the guiding spell:

Buffy: "Will, let's be realistic. Your basic spells are usually about fifty fifty."

Willow: (indignant) "Yeah? Well, so's your face!"

Buffy: "What?"

"Fear, Itself"