At a Halloween party at the Peach Pit After Dark, a mysterious gypsy named Madame Raven shows up, in which David buys a love potion from her to increase his growing relationship with Valerie, but Steve and Clare accidentally get it instead and end having a very sordid night together. Susan also attends the party with Brandon where she becomes more confused then ever over where their relationship is heading. After Ray decorates the beach front apartment with pumpkins in an attempt to spruce up his sagging relationship with Donna, he has a violent reaction to her new romantic interest, a college football player named Joe Bradley. Colin unveils his new mural at the After Dark, which was inspired by Kelly. Meanwhile, Toni questions her father over his history with Dylan's father who admits knowing Dylan's father promoting her to run to Dylan for comfort.

Donna's mother, Felice, confesses a past indiscretion to her about her involvement in the Rose Bowl tryouts of 1969, causing Donna to question her own innocence. Meanwhile, bounty hunter Jay J. Jones returns and asks Valerie for help in a divorce case he has by posing as a prostitute in a sting operation to catch the husband in the act. A revenge-seeking Ray charges Joe with battery over their Halloween encounter, resulting in Joe being suspended from CU's homecoming football game. Also, Steve tries to protect the CU mascot, the Golden Condor Head, from the rival college. Brandon mourns the departure of Dylan from Beverly Hills, and Susan encourages him to write a paper about Dylan's plight.