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Neil talks with Karen about Lily and Halloween and those "younger" days. She calls Olivia and chats with her about Neil wanting to have children.
Olivia asks her how much she loves the guy. When Neil welcomes Ana and Tyra, Olivia decides it's time to leave.
Karen pulls Neil aside and tells him about her mother's disease and how she is a carrier and can't risk bringing another child into the world with the gene.
He starts to talk about research but she cuts him off and admits she had a hysterectomy so she wouldn't have cancer.
Crying now, Karen admits she would have wanted children with him, "a thousand times over."
Neil assures her that it doesn't matter but she urges him not to make such a hasty decision. Daniel, Amber, Devon and Jana join the Halloween party at the Athletic Club.
Chloe and Cane arrived, dressed in costumes as does Colleen.
Dressed as Dracula, Billy comes down the stairs and welcomes everyone as tonight's party host. Kevin finally arrives and isn't pleased to see Billy. Amber and Colleen argue at the bar.
When Colleen claims that Daniel will "come to his senses," Amber tosses a drink at her.
Billy flirts with Lily but can't convince her to stay at the party.
Running into Noah at the coffeehouse, Eden convinces him to leave with her. The two don masks to try to get into the over-21 party at the Athletic Club but fail.
Noah thanks her for a fun night and, before she leaves, she gives him a quick peck. Victoria and J.T. stop by to see Nick and Phyllis.
Left alone for a moment, Victoria senses something and warns everyone else that she felt a woman's presence earlier.
When the rattle Sabrina gave Phyllis and Nick tumbles down the stairs on its own, Victoria and J.T. take Reed home.
Until next time on The Young and the Restless ...