Dawson: God, I missed you.
Natasha: I always wanted you back, you know. You just had to pay for your sins.
Dawson: (To Natasha) I love my life. I... wake up most mornings pinching myself that I get to take even a small part in all of this.
Natasha: (To Dawson) You might not believe what I'm about to say, because I'm an actor and I lie for a living, but... you're one of the only people I ever really wanted to stick around.
Dawson: (To Natasha) I don't think I realized how much I actually wanted to be with you until I thought you were sleeping with Todd.
Audrey: (To Pacey) Why don't you follow the script? You know, say all of the things that you're supposed to say to me. You got anything else? How many empty words is it gonna take for you to be able to sleep easy tonight?
Audrey: (To Pacey) I am ending it now. (Long pause) That's how I know that it's over. You didn't say a word, Pacey, not a word. 'Cause you don't have the energy to fight it and... I deserve better than that.
Eddie: You know what, Joey? I don't know what's going on with us... but I kind of like it that way.
Joey: Me, too.
Harley: Eddie totally likes you. I hope a guy like him looks at me that way someday. Don't mess it up.
Harley: Sorry I was such an uber-bitch.
Joey: We all have our moments. You know what? Don't stop hoping that things will be different with him. You're way too young to be so bitter.
Jack: (About C.J.) How'd that go?
Jen: Well, he's playing a little hard to get, which is somewhat disconcerting, but no worries. He'll be mine.
Jen: (To C.J.) You could save me a lot of trouble by just going out with me.
Jen: I was actually thinking about reconsidering the stand. I feel like maybe I was just too judgmental the first time around.
C.J.: Well, we'd love to have you. Just, you know, make sure you're doing it for the right reasons.
Todd: I'm not too into my assistant's sloppy seconds, either.
Natasha: Watch it.
Dawson: Listen, Natasha, I'm... I'm really sorry that I hurt you. I mean, that was the last thing that I wanted to have happen, believe me. I got involved in the middle of an incredibly complicated situation, and I made a choice without thinking and it was the wrong choice, which is what I don't think I've really been able to... communicate to you, which is I... I like you. I keep on saying that I'm not jealous, but I... I am. I'm very jealous. This is... the thought of some other guy touching you, especially him... I mean, he's... Todd.
Natasha: Leery, I'm not adverse to giving this whole firing thing another go, you know.
Dawson: Too late. I quit.
Harley: (To Joey about her father) Every time I'm supposed to come see him I trick myself into thinking that it's gonna be different this time. But it never is. It's always just different shades of the same.
Harley: (To Joey) You'll be rid of me soon enough. Then you can go back to your miserable little existence.
David: (About C.J.) He wants you so bad.
David: Yeah. He thinks you'd make a great counselor.
Jen: Oh! For a second... for a second I thought that... that you meant that he wanted me.
Pacey: (To Emma about Audrey) I'm not really sure if the reason I'm checking out is because I just can't handle the rough spots or if it's... because I just don't love her anymore. Hmm. Or really, for that matter, if I ever truly loved her.
Pacey: I used to think that Audrey and I were the perfect fit. And we were, 'cause for the first time in any of my relationships, we were on equal footing. There was no mind games, no high drama, no angst. It was just fun.
Emma: Sounds good... in theory. It's a bit difficult to sustain that sort of thing.
Pacey: That's what I'm finding out.
Pacey: (To Emma) If your definition of ok is having the strong desire to draw a warm bath and slit your wrists, then I am peachy.
Joey: I lost an entire human being. A totally annoying human being, yes, but I was responsible for her. You know, everything was going just fine until you had to go and kiss me.
Eddie: Oh, so now it's my fault.
Joey: Yes, it is your fault. I'll accept your apology and we can move on.
Eddie: Hey, if you want to get technical about it, you kissed me first, which would make it your fault.
Natasha: If you're asking if there's something going on between me and Todd, the answer is: none of your business.
Dawson: That's not what I'm asking.
Natasha: Oh, please. You are not so good with the subtext, baby. And you have no right to be jealous.
Audrey: (To Pacey) I haven't really been going to class much this semester, Pacey. Why is that? You might ask. Because I've been kinda depressed. Yeah, you see, I have this boyfriend, and I thought everything was going great, but apparently it's not. Apparently, he cares about his job more than he cares about me.
Audrey: I don't mind that you have to work for a living, Pacey. I'm just saying don't lose yourself in it.
Pacey: That's not dancing. That's cavorting.
Audrey: Oh, when did you become such a dull normal?
Eddie: Man, you're such a scaredy cat.
Joey: That's what they tell me. Could you let me go now?
Eddie: You know what? I don't think so. (He kisses her).
Eddie: (To Joey) You got under my skin. I found myself having these series of annoying conversations with you in my head, which must be a sign of something, so I kept coming back for more, which ultimately proved to be my undoing.
Eddie: I don't need to be some rich kid's charity case.
Joey: You think I'm a rich kid? Wow.
Joey: It's just funny... how little you actually know about me.
Joey: (To Eddie) I'm sorry about butting into your life and all that. I saw an opportunity to help, and I went for it. It's just that you're really smart. You're a lot smarter than anybody else in that class. And it just makes me sad to see all of that potential just going to waste.
Eddie: It's obvious the girl has some issues with her father.
Joey: Don't we all?
Harley: Oh, my god. You're so retarded.
Joey: Who asked you, you little twerp?
Jen: I can't take this C.J. Anymore. He's way too standoffish. When I make my intentions clear, I want them to be acknowledged and reciprocated. In that order.
Eddie: (To Joey) It sucks when people butt into your business, don't it?
Eddie: (To Harley) I've found that girlfriends are generally more trouble than they're worth.
Todd: (About Natasha) God save the queen.
Harley: (To Joey) Just tell me where can I find some girl with the unfortunate name of Joey.
Joey: (To Eddie) I talked Heston into letting you come back.
C.J.: Did you just call the help line to invite me to a party?
Jen: Yeah. Is that wrong?
C.J.: What's the address?
Jack: (To Emma) She's just afraid this guy is too good for her. Dial. (Throws the phone to Jen) And she's wrong about that.
Jen: (About C.J.) Uh, no. He's probably working right now, doing good for others and whatnot, which is annoying, but undeniably charming.
Pacey: I'm just not really a costume party kind of guy.
Audrey: Seem to love putting on that little monkey suit of yours every morning.
Todd: You're a bit territorial about the lovely Natasha, aren't you, Leery?
Todd: Good. Because you shouldn't be. You dumped her, remember? For the prissy one.
Dawson: If you can't close the deal, I'll have a few extras lined up for you.
Todd: See, that's what I like about you, Leery. Always thinking ahead.
Todd: Leery, my boy, I learned a long time ago not to screw around with my leading ladies. That's what extras are for. But if I was gonna unlearn that particular lesson, the lovely Natasha would be the one to do it with.
Todd: You've heard of Melanie Ray?
Todd: And you call yourself a film geek. Shame on you, Leery.
Todd: Excuse me, Andrew. Must be my trick ear. Did you just yell cut? Yelling cut is one of the few bright spots in an otherwise bleak existence. And I will not allow some hack stuntman to deny me the pleasure. You do not break character until I yell cut. Do you understand me? Good. (Andrew nods and leaves) That was fun. Sometimes I forget how much I like yelling at people.
Dawson: You're a sick man, Todd Carr.
Joey: If you were a bratty teenage girl, where would you disappear off to?
Eddie: Oh, listen, if I was a teenage girl, bratty or otherwise, I would never leave the house. I'd be too busy checking myself out.
Joey: Classy. And I'll thank you for that image.
Jen: Oh my God! I'm like fly paper for the homosexual community!
Music featured in the episode included:
Land Of Opportunity by The Undecided
Put Me On by The Kickovers
Dead In Hollywood by Murderdolls
Move To Bremerton by MxPx
The Corporate Enthusiast by Dead Poetic
Love At First Fright by Murderdolls
B-Movie Scream Queen by Murderdolls
197666 by Murderdolls
Reverend Rider by Dislife
Hard Core by Mr. Spike
Living Dead Girl by Rob Zombie
Miracle by Josh Rouse
The band playing at the party is The Murderdolls. Their songs included Dead in Hollywood and Love at First Fright, two horror movie themed songs.
The editor character is portrayed by the show's real life editor, Daniel Valverde.
The scenes where Dawson watches old, grainy, black & white footage are reminiscent of the movie The Ring, which was released just two weeks before this episode aired.
It could be presumed that Dawson dressed up as one of the agents from Men in Black, but because Dawson is such a film buff, he was most likely dressed as a character from a Quentin Tarantino movie.
Jack dressed up as a vampire.
In real life Kerr Smith starred in the vampire movie The Forsaken.
Pacey dressed up as Sid Vicious, a member of the rock band The Sex Pistols and Audrey dressed up as Sid's girlfriend Nancy Spungen.
Their twisted relationship was the basis of the 1986 film Sid and Nancy starring Gary Oldman and Chloe Webb.
C.J. tells Jen that he was going to spend Halloween night watching Halloween: H20, which starred Michelle Williams.
Dawson: Actually I'm kinda famous for playing these elaborate pranks on my friends back home.
This is an allusion to episode 1x11 The Scare.
Audrey: It seems like you're too busy running around like Glengarry Glen loser to be worried about much of anything these days.
Glengarry Glen Ross is a 1992 movie.
Eddie: It sucks when people butt into your business, don't it?
This is a reference to 6x05 The Impostors.
Todd: God save the queen.
Good save the queen is the national anthem of the United Kingdom.
C.J.: If going back to my room and watching Halloween H20 on cable qualifies as plans, then yeah. I'm all booked up.
Halloween H20 is the seventh film in the Halloween film series.
Todd: (To Dawson about Natasha) You dumped her, remember? For the prissy one.
This is an allusion to episode 6x02 (The song remains the same).
Todd: Good for you, Gilligan.
Willy Gilligan is a character played by Bob Denver on the 1960s TV show Gilligan's Island and its many sequels.
Todd: Melanie Ray was the Jamie Lee Curtis of her day.
Jamie Lee Curtis (1958-) is a American film actor and writer.
The letters on the back of Audrey's leather jacket are KMFDM.
KMFDM is the name of an industrial dance/metal band.
The episode title Living Dead Girl is the same as a song by Rob Zombie.
The song can be heard in the episode during the scene where Dawson was following the "ghost" into the room where he found Natasha kissing Todd.