Two days before Halloween, Mrs. Wallace returns home from the store with candy for the trick-or-treaters. Her husband Luke is feeding their baby. She puts the candy away, telling him to stay away from it while she takes the baby upstairs. As soon as she's gone, he gets into the candy and eats one piece. He winces in pain and discovers there's a razor blade in his mouth. He takes it out but then collapses to the ground, spitting out another razor blade and choking blood. Mrs. Wallace returns a few seconds later to find him dead on the floor.
The next day, Sam and Den investigate disguised as FBI agents and while Sam talks to the wife, Dean finds a hex bag hidden in the kitchen. Mrs. Wallace says that her husband didn't have any enemies and wasn't having an affair, and even if there was nobody could have killed him by putting razor blades in candy he might not even eat.
The guys head back to the motel and Sam examines the hex bag. It contains several ancient relics, indicating the witch who created it was a skilled practitioner of magic. Dean has been checking around but can't come up with anyone that would want Luke dead.
Two girls, Tracy and Jenny, attend a Halloween party that night. Tracy bobs for apples and Jenny goes next. However, when she bobs for apples she can't get her head out of the water. Tracy and her friend Justin try to pull her out but she's locked in place, and then the water starts to boil. They finally get her out but she's dead, her head blistered.
Sam and Dean investigate and Dean talks to Tracy, a high school girl, while Sam searches the place. He finds another hex bag while Dean interrogates Tracy, who says she's never heard of Luke Wallace. Back at the motel, Sam figures that the deaths are part of a blood sacrifice. Three victims must be killed on the two nights prior to Halloween. The final victim is killed on Halloween, summoning Samhain, the legendary demon that inspired the Halloween holiday. The ritual can only be taken place once every six hundred years. Sam warns that if Samhain is brought back, it will summon every ghost and zombie upon the face of the earth.
On Halloween, Dean watches Mrs. Wallace's house and spots Tracy arriving at the house. Despite the fact she claimed not to know Luke Wallace, she's the family babysitter. Sam discovers that Tracy is an emancipated minor who was suspended from school for fighting with her art teacher, Don Harding. They go to the school and talk to Harding, who says that Tracy is gifted but snapped at him when she started going work with symbols and primitive blood sacrifices showing her at the center of the activities.
The brothers go to Tracy's apartment but she's disappeared. Returning to their motel, they find Castiel and another angel, Uriel, waiting for them. Castiel reluctant shakes the awed Sam's hand and congratulates him on refusing to use his demonic blooded abilities. The angels want to know if the brothers have killed the witch, and Castiel explains that the witches knows they're after her and planted a hex bag in the motel room. The raising of Samhain is one of the 66 Seals. They can't find her because she's cloaked herself, so Uriel, a "specialist," has been summoned. Castiel tells the Winchesters to leave the town: Uriel is going to destroy it before the Seal is broken. Dean doesn't want to hear of it, but Castiel notes that they're forced to kill a thousand to save billions. Castiel insists that the plan comes from Heaven and they can't disobey, and notes that Dean always followed his father's orders. Dean responds by telling the angel he's not leaving: he must be important to them if Castiel pulled him out of Hell. When Uriel threatens to drag Dean out, Dean says he'll die first and demands the time to find the witch. Castiel reluctantly agrees to his plan over Uriel's objections.
As they go to find the witch, Sam admits he's disappointed in the angels: he thought they'd be more heavenly. Dean suggests he not judge all angels or even God by the two angels they've met. As Sam toys with the hex bag, he notices that one bone is heavily burned, which would have required intense heat. Remembering that Harding is an art teacher with a kiln, and they received the hex bag after they talked to him. They go back to the school and break into his cabinet. They find children's bones.
Uriel and Castiel discuss the situation and Castiel says that a decision has been made. Uriel still wants to take Dean and leave town but Castiel tells him that they can't disobey their true orders without dire consequences.
Harding is at his house and has tied and gagged Tracy. He prepares to cut her throat, but Sam and Dean barge in and shoot him dead. They free Tracy, who explains that Harding was her brother and her lover... and he was going to use her as the sacrifice. She magically smashes the brothers to the ground and ten takes her dead brother's blood. As she finishes the ritual, Sam smears some of Harding's blood on his and Dean's face. The floor cracks open and demonic black mists pours out and into Harding's corpse. Having found a new host body, Samhain approaches Tracy and admires her beauty... then breaks her neck. Samhain walks past the Winchesters without seeing them. Once he's gone, Sam explains that the legends say that a mask hides the wearer from Samhain's sight so he gambled that the blood masks would hide them. They figure that Samhain is heading for the nearest cemetery to raise as many dead as he can. As they head there, Sam warns that he might need to use his powers to stop the demon, but Dean warns that it's a dangerous path and they need to use Ruby's knife.
Samhain arrives at the cemetery and locks a mausoleum containing partying high schoolers, including Justin. He leaves and the corpses start to emerge from their coffins, killing Justin. The brothers arrive and Dean gets them out while goes after Samhain. He confronts the demon in the chapel and points out he's immune to Samhain's magical rays. The two fight and Samhain knocks away the demon-killing knife. Meanwhile, Dean defeats the first wave of zombies but a ghost arrives and slams him into the wall, and he prepares to torch every corpse in the place.
Sam freezes Samhain in place with his abilities but the demon advances upon him step by step. Dean arrives just in time to see Sam, his nose bleeding, manage to expel the demon from its host and send it back to Hell.
A day later, Sam is packing to leave when Uriel appears in the room. The angel notes that Sam has profaned the deaths of his mother and girlfriend by using the blood of Azazel, who killed them. Sam defends himself saying he had no other choice, but Uriel warns that Sam will only stay alive as long as he's useful. As he leaves, Uriel suggests that Sam asks Dean what happened when he was in Hell.
Dean is watching the children at a playground when Castiel appears. The angel explains that their true orders were to follow Dean's orders: they needed to see how Dean would perform under battlefield conditions. Dean insists he made the right call and would do it again. Castiel admits he was praying for their success but the Seal was still opened and Lucifer is one step closer to walking the earth. Castiel admits that he's had doubts of his own over the righteousness of their cause but warns that Dean will have tougher decisions to make in the coming battles.
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