Don't look now, but Halloween has come a long way from the trick-or-treating, toilet-papering days of our youth. It's now the second-biggest adult holiday of the year, arguably eclipsing New Year's Eve in terms of bacchanalia. The costumes have grown more conceptual and outrageous, the nightclub parties more ostentatious. (Click here for a last-minute costume guide). And for 2008, Oct. 31 falls on a Friday, creating possibly the biggest H-ween of all time.

Any fan of micro-budget horror-comedy should check out the premiere of "Horror House," presented by Fearless Filmmakers at Oak Street Cinema. The Minnesota-made movie has a plot that sounds not unlike nearly every horror movie since "Scream," in particular "Scream 3," "Vacancy" and the recent satire "Baghead." Director Chad Martin (his second feature film) described the movie-within-a-movie premise: A group of aspiring actors are lured into shooting a horror movie by a director who is actually making his own snuff film. "We want people to feel creeped out, but there is also a lot of tongue-in-cheek humor as well," says Martin. Actor/writer/editor/producer Justen Overlander calls "Horror House" more of a thriller than a straight-up horror movie. "Don't expect any Eli Roth-style gore or scares," he says. (9 p.m. Thu.)

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Anyone in lingerie with animal ears or sheets with eye holes need not enter: First Ave's annual Halloween bash is not for amateurs. Put some creativity into your disguise and prepare for the competitive costume contest worth more than $1,000 in cash prizes, including the prize for "most inappropriate" costume. Last year's winners perfectly complemented the '80s theme as a troop of Ghostbusters who looked fresh off the movie set. While this year's theme had not been released (something political seems unavoidable), there is promise of a professionally choreographed dance number. Ian Rans of "Drinking With Ian" hosts, and DJ Soviet Panda will spin throughout the night. Revelers also get access to the VIP Room's "Holla'ween" party with DJ Verbx and the 7th Street Entry's "Monster Mash," featuring '50s and '60s dance hits from DJs King Otto and Mike the 2600 King. (8 p.m. Fri.)

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If you've never been to Ground Zero, its yearly Halloween bash is a good time to start; if you're a regular, you already go every year. The cover charge is steep, but there's always a line down the block. The huge warehouse-style space is canvassed in black, and the nooks and crannies and booths are perfect for slipping some salacious ghoul or vamp the tongue (or, hey, take it to the dance floor, everyone's an extrovert here). The witchiest club in town could not be a more perfect place to celebrate All Hallow's Eve.

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In homage to cult flick "The Big Lebowski" (and the Coen brothers' current production in Minnesota), Bryant-Lake Bowl is throwing one of the most specifically themed Halloween parties this year, with a screening of the film in the BLB theater, a Lebowski-themed costume contest, and yes, a bowling contest. Grab your bathrobe, flip flops, bowling ball and Lebowski-loving friends and register your team at www.bryantlakebowl.com (costumes required). Don't forget to order a White Russian. (8 p.m. Fri.)

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Promising to be the favored destination for fops and fashionistas, this party boasts the booty-shaking sounds of DJ duo Attitude City, not to mention a photo booth by L'etoile Magazine. There's even a micro-famous judge for the costume contest, the eminently qualified glam rocker Mark Mallman. Other attractions include a haunted basement-lounge, flattering light by way of bonfires on the back patio, Freddie the adorable man-boy bartender and, of course, plenty of vaguely Victorian, steampunk Halloween fashions. Attendance is limited to 150, so make arrangements early. Advance tickets are available at Cliché. (9 p.m. Fri.)

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Whether you're going as Sarah Palin, Dolly Parton or your favorite "Rock of Love" contestant, hair is an integral part of just about every Halloween costume. The annual Big Hair Mania, which benefits the Minnesota AIDS Project, is a combination hair show and Halloween party, with live music by those purveyors of wild getups, Dance Band. Besides the awe your big hair will doubtlessly inspire, prizes for best costumes will be given, including services from Salon Montage. Not confident in your hairstyling skills? The salon will have its stylists on hand to help you get your big 'do. (9 p.m. Fri.)

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The VimLab boat parties this summer were such a success that the producers are bringing one back for Halloween. A luxury yacht will load up at Boom Island Park and sail down the Mississippi while DJs James Patrick, Mike G and Matt Esse heat up the dance floor. If a boat party at the end of fall sounds a bit on the cold side, fret not -- the Paradise Lady is totally covered and heated, and comes equipped with a smoking lounge. It's sure to be your last chance to party on a boat until mid-2009, and besides, when will you get another chance to celebrate Halloween on a yacht? (8:30 p.m.-midnight. Sat.)

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The unique tradition has flown beneath the radar for so long, we almost don't want to publicize it. Every year, the so-called Barebones Productions (a Bedlam Theatre offshoot) produces a haunting outdoor theater piece down in the pitch-black Hidden Falls Park by the Mississippi in St. Paul. Think giant puppets, eerie sets and strange live music, like a nightmarish Heart of the Beast. This year's show, "Fleeced: You Reap What You Sow," is based loosely on the story of Jason and the Argonauts. The buzz from last Saturday's opening night was that the troupe's overtly political, didactic tendencies overwhelmed the Halloween theme in this election year. But if you can handle the politics, you should still be in for a spooky date experience. (7 p.m. Thu.-Sat.)

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Bootleggers: Friday's costume contest is for the "sexiest," but Saturday's sounds more exciting -- it's for "the most offensive." Take what you may from that. (7 p.m. Fri.-Sat. ,323 1st Av. N., Mpls. Free before 11 p.m Fri., free all night Sat. 612-338-4555.)