Kelly goes to a sexy photo shoot to update her head shot and to shoot the photo for the invitation to the big Halloween party she is hosting. She decides to invite all the ladies to the party, even Bethenny. LuAnn's daughter Victoria comes home from boarding school for the weekend, and the two splurge on a shopping trip. Ramona is busy making a demo reel for her jewelry line that will be sold on HSN. Mario is shooting it and Avery is directing, but the tough critic that she is, Avery makes Ramona nervous and Ramona kicks her out of the room. Jill does an interview with BBC radio in her apartment on the topic of the American economy and how it's affecting wealthy New Yorkers like her. The van Kempens prepare for Halloween with their kids by carving pumpkins and decorating the stoop at their Brooklyn home. All the Housewives attend Kelly's Halloween Party but much to their surprise, the hostess seems to be otherwise engaged.

Clashes, disagreements and conflicts abound as the ladies take care of the final details for Jill's charity event that they are all planning together. At the final charity meeting, Bethenny tries to patch things up with Kelly, and Ramona and Jill get into a fight. LuAnn's housekeeper Rosie wants Bethenny to teach her how to improve her cooking and Bethenny agrees to help. LuAnn uses her skills as a model to help Bethenny prepare for a fashion show. Jill and Kelly run last minute errands together for the charity event, which doesn't make Bethenny happy. Some of the other Housewives show up to watch Bethenny strut the catwalk in the Moroccan fashion show, and Jill and Ramona decide to settle their differences about the charity event. On the day of the event, as expected Ramona ruffles Jill's feathers, but everyone's shocked when old allies start to fight.