Nick freaks out preparing for Amelia, his freshman year crush, who is in town visiting.
Jess comes out in her costume for work at the haunted house. She's wearing glasses and a roughed up suit and undead make-up.
Schmidt decides she looks like a zombie Woody Allen. They try impressions.
Schmidt: "These brains are terrible, and such small portions."
Nick: "On Christmas I like to eat Chinese people's brains, they're the only ones that are open."
Jess: "Zombie Christina Barcelona."
Winston: "Yea, I have nothing to add to this, guys."
Jess tells them she's going to Sam's later, so don't wait up.
Winston rallies: "I couldn't afford my therapist, so I ate his brains." Schmidt and Nick applaud.
Jess visits Sam at work and is surprised he's an ER pediatrician. "I didn't know you were a caring person," she says.
He warns her not to start thinking he's some amazing guy. Jess resists feeling something as he plays around with a kid.
Winston borrows boots from Schmidt. He and Shelby agreed to dress sexy for Halloween and he's hoping that will lead to them actually having sex.
"Without sex, she's not your girlfriend. She's just a friend you buy meals for," Schmidt says. He thinks Cece feels the same way about her boyfriend Robbie.
Schmidt plans to go as young Abraham Lincoln for Halloween because "statistically speaking, every American thinks about Abraham Lincoln at least once a day and Cece's American, so...."
Nick brings Amelia to the loft. When he shows her the couch he made up she jokingly asks if he's trying to impress her. He says yes a little too sincerely, but it leads to them making out.
Jess makes Robbie the costume he's always wanted: Teenage Mutant Ninja Turtle, which involves form-fitting green spandex.
Schmidt insists Cece and Robbie come to the Halloween party.
Later, in bed, Amelia asks Nick why he didn't put the moves on her in college, but he assures her he had none.
She climbs on top of him and starts kissing his whole face and then chews on his lip like it's a gummy bear. He tries to pretend it's sexy.
Nick leaves Amelia in his room and runs into Jess leaving Sam in hers. "High five for sluts!" he offers.
Jess thinks she might like Sam.
Amelia comes out of Nick's room and starts making out with Nick in front of Jess.
Later, Nick watches as Jess invites Sam to her haunted house, hoping he'll wear a costume.
At the party, Winston dresses as Axel Foley, or at least a cop with a mustache. Shelby comes wearing a tiara and a red cape with stuffed cats and dogs all over it. "I'm reigning cats and dogs," she says.
She is clothed from head to toe.
Schmidt, as beardless Lincoln, climbs on the carousel with Cece, who yells at him to get off. She's dressed as an angel, but even Robbie thinks they look like a bride and groom.
Jess tells Nick her plans to tell Sam how she feels. Nick shudders when Amelia is near him. After she leaves, he tells Jess that he doesn't like haunted houses because they're just like relationships. "You walk in, all confident, and then once you get in it's not how you thought it was going to be and it's scary!" he says.
Jess tries to encourage him to "go in the haunted house." Then Amelia shows him the pumpkin she carved with her, and him and their future dog.
Cece prepares to go on a ride with Schmidt and Robbie and is annoyed when the ticket taker thinks she's with Schmidt and dressed as a bride and groom.
Cece tells him to go home and change. Cece gets angry and Robbie pulls Schmidt aside to cool things off.
He says it's fine for Schmidt to hit on Cece and think he's dumb, but he's not going anywhere. Schmidt tries to head butt him, but Robbie easily feds him off with his meaty palm. Schmidt tries again, same result. Robbie suggests they try to be friends and Schmidt goes in for a third, then fourth head butt.
Sam shows up not wearing a costume. Jess is a little disappointed until he puts on his red foam nose.
In the haunted house, Jess tells Frankenstein and the Mummy that she plans to confess how she feels to Sam. They pause their chit chat to scream at kids.
Outside, Nick teases Sam for texting, thinking it's doctor stuff. But it's another girl, just "a weekend thing." Sam says Jess knows and wants a relationship even less than he does. Nick realizes Jess is planning to confess how she feels.
He has to go in the haunted house and warn her.
Robbie and Schmidt break for snacks and Cece finds them. They agree to hang out together more.
Nick cowers from a screaming clown in the haunted house.
Winston and Shelby tour the haunted house. The undead nurse tries to guess Shelby's costume but fails. Shelby claims a sense of humor is sexy, but Winston disagrees and they argue.
Finally he asks why they're not having sex and says it's not working. She agrees.
Nick keeps looking for Jess, fighting off the house's horrors. When one jumps out at him, he punches the person, realizing too late that it's Jess. With her on the ground, Frankenstein and the mummy come to defend Jess and pummel Nick, who can only curl up on the floor and whimper that it's his nightmare.
The creatures lead Nick out and Sam checks on Jess. He gives her a lollipop. She takes the moment to tell him she cares about him and wants to ask him out for real.
He says he can't. He's nice about it, but says he meant when he said what he wanted. He leaves.
Amelia finds Nick, who jokes about being a coward. She remembers that he never could tell her how he felt, even when he lived in Chicago and she lived in Florida in college.
She asks how he feels now. He hems and haws at first then says he fell in love with her the first time he saw her and then she just wasn't what he expected. He asks what's up with the way she kisses and jokes about it.
She slaps him.
"Hey, I'm not an idea of a person, I'm an actual person," she tells him, then walks away.
Schmidt finds Cece and Robbie trying the strongest man hammer. He tells them they deserve to be the bride and groom. He takes off his pants and shirt and jacket and ends up in red jockey shorts and his tux vest. "Plan B was always Matthew McConnaughey in 'Magic Mike,'" he says.
Then he rubs his butt on some strange women as Robbie admires Schmidt's "tree trunk" thighs.
Leaving the party, Schmidt sees Winston looking wistfully at Shelby. "You know, I may not actually be Abraham Lincoln, but I witnessed the emancipation of one black guy tonight, from a terrible relationship."
Back at the loft, Nick puts frozen peas on Nick's face and tells her he's proud of her for putting herself out there and she should be with someone who's crazy about her.
She thinks it would mean more coming from someone who hadn't just punched her.
Schmidt and Winston hold Nick's arm while she cocks her fist. She decides she can't do it and Nick relaxes. Then she changes her mind and decks him.