Writer:	Steven S. DeKnight
Director:	David Solomon
Star:	Michelle Trachtenberg (Dawn Summers),  Alyson Hannigan (Willow Rosenberg),  Nicholas Brendon (Alexander 'Xander' Harris),  Sarah Michelle Gellar (Buffy Anne Summers),  James Marsters (Spike),  Emma Caulfield (Anya)
Recurring Role:	Anthony Stewart Head (Rupert Giles),  Amber Benson (Tara)
Guest Star:	Charles Duckworth (Glenn),  Steven Anthony Lawrence (Trick-or-Treater),  John O'Leary (Kaltenbach),  Kavan Reece (Justin),  Amber Tamblyn (Janice),  Lily Jackson (Witchy Poo),  Lorin Becker (Witch Woman),  Anthony Sago (Paramedic #2),  Dominic Rambran (Paramedic #1),  Chad Erickson (Guy),  Sabrina Speer (Girl),  Adam Gordon (Carl),  Emily Kay (Maria),  Dawn Worrall (Christy),  Dave Power (Zach)

Amber Tamblyn (Janice) plays Sarah Michelle Gellar's sister in "The Grudge 2". Premieres October 13, 2006. (edit) It was once rumored that Joss wanted Seth Green (Oz) to come back for this episode. This could have been possible, considering it would have dealt with Willow (who didn't have as much rehearsing for the next episode as the rest of the cast), but it is unknown what the story would have been, as it would have been drastically changed. (edit) When Buffy says, "Don't blame me if we keep having this conversation over and over..." she's referring to the previous episode. (edit) Xander tells the rest of the Scoobies that he and Anya are engaged. (edit) This episode was Dawn-centric in order for the other actors to record their songs and choreograph "Once More With Feeling." (edit)

Buffy: Is that why you're always cleaning your glasses? So you don't have to see what we're doing?
Giles: Tell no one. (edit) Buffy: Didn't anyone come here just to make out?
(A couple raises their hands)
Buffy: Aw, that's sweet. You run! (edit) Giles: If anything calamitous should happen, history suggests it will happen to one of us. (edit) Spike: It's Halloween, you nit! We take the night off. Those are the rules.
Vampire Teen: Me and mine don't follow no stinking rules. We're rebels.
Spike: No, I'm a rebel. You're an idiot.
(pulls out a crossbow and shoots him) (edit) Buffy: What happened to Xander?
Giles: He kept poking me with his hook. I sent him over to Charmed Objects. With any luck, he'll pick the wrong one and end up in an alternative dimension inhabited by a 50-foot Giles that squishes annoying teeny pirates. (edit)

When Dawn and Justin are alone in the car, Dawn says "What do you expect?". Justin's right arm and hand are behind Dawn on the top of the seat. The shot changes and Justin's right index finger is suddenly on Dawn's lips. (edit) When Buffy encounters Spike in the Magic Box basement the bead curtain seen behind Spike goes from moving to standing still several times. (edit) As Buffy fights a vampire wearing blue, the vamp casts several reflections on the car they fight near. (edit) Dawn technically stakes her first vampire in this episode. (edit) The 2 words Willow and Tara use to quiet and then normalize the sound at the party are Arabic: "skut" and "takalam" which literally mean "shut up" and "speak" respectively. (edit)

Zach: Nah, the cold doesn't bother me.
Dawn: What, are you, like, Superman or something?

Zach's Sunnydale jacket is yellow and red, two of Superman's primary outfit colors. Zach is also wearing a blue shirt at the time, which is Superman's other primary color in his outfit. (edit) Xander: Once more into the breach...
Xander misquotes William Shakespeare's Henry V. When Henry is rallying the troops, he says "Once more unto the breach dear friends, once more, or close the wall up with our English, dead." (edit) Willow: Do they know they're brother and sister?
Willow is referring to the two intimate dancers at the Bronze dressed as Luke Skywalker and Princess Leia, two characters from the original Star Wars trilogy. (edit) Anya: Oh no, this is a special kind of angel called a Charlie. We don't have wings, we just skate around with perfect hair fighting crime.
Anya refers to her costume which is based on the 1970's TV Show Charlie's Angels, in which a rich millionaire (Charlie) employs three women to fight crime, whom he called his "angels." Of course, Anya not being very up-to-date, or properly understanding "human ways" gets mixed up, and thinks the girls are called Charlie. (edit) Spike: It's not like I haven't got other plans. Great Pumpkin's on in 20.
Spike is refering to the animated special, It's the Great Pumpkin, Charlie Brown, featuring the Peanuts characters by Charles Schultz. In the show, Linus spends all night sitting in a pumpkin patch waiting for The Great Pumpkin, his idea of the Halloween equivalent to Santa Claus. (edit)