Prue and Phoebe find themselves in the sights of a fierce demon (guest star Bill Drago) that appears once every 1,300 years and feeds on the fears of witches for his survival. Just when it appears that the girls are going to be literally scared to death, help arrives in a very unexpected form. Piper's superstition about relationships that begin on Friday the 13th being doomed has her wallowing in frustration when a handsome stranger (guest star Steve Wilder) walks into her life on that fateful day.

When Prue receives a cryptic plea for help, she and Phoebe spring into action to save Max (guest star David Netter, "7th Heaven"), a 13-year-old witch who has been kidnapped by a pair of vicious thugs aiming to make use of Max's powers to aid in the commission of a bank robbery. Meanwhile, Piper gets distracted from her troubles at work by the unexpected return of her lover Leo (guest star Brian Krause), but when Phoebe accidentally stumbles across the true reason Leo has come back, she begs him to tell Piper the surprising truth.

Phoebe's lifelong fear of the "Woogyman" in the basement is an ongoing source of amusement to Prue and Piper, until an earthquake unleashes a long-dormant shadow demon which turns Phoebe towards her dark side and against her own family. Much to Prue's dismay, Phoebe's erratic behavior and the bizarre deterioration of the house come to a head during a dinner party for a very important client of the auction house (guest star Nancy Moonves), who has a keen interest in the Halliwell mansion because she believes that it is located over a spiritual nexus, a point of incredible energy that can be swayed either towards undeniable good or astonishing evil.

When Phoebe has a terrifying premonition of Prue being stabbed to death, Prue takes the drastic step of saying an incantation to multiply her strength and the spell surprisingly results in the creation of two additional Prues to fight the enemy, a reincarnated ancient Lord of War. Meanwhile, Piper and Phoebe try to wean Prue from her selfish and headstrong habit of always taking matters into her own hands, while Phoebe vents her aggression with a martial arts training program. Bernie Kopell ("The Love Boat") guest-stars as Earl, a suspicious medical examiner who drops a bombshell on Andy.

To protect themselves from a power-stealing warlock, the sisters time travel to the 1970s, where they encounter their mother and grandmother. Guest stars: Andrew Jackson, Finola Hughes, Jennifer Rhodes, Emmalee Thompson.

Prue meets a young man fighting against his destiny to become evil; Phoebe tries to help Piper make a love connection.

A young boy gets kidnapped by a Grimlock, and it's up to Prue, Piper and Phoebe to attempt a dangerous rescue. Meanwhile, a reporter witnesses Prue using her powers and will stop at nothing to break the story.

On a sightseeing visit to Alcatraz, Phoebe sees the ghost of a serial killer escape the island to exact vicious revenge on the people responsible for sending him to the gas chamber. Phoebe and Prue must figure out how to vanquish the evil spirit and stop him from killing again, and they must do it without Piper.

A heartbroken Piper finally learns the supernatural truth about her lost love, Leo, when he returns to San Francisco to ask the Halliwell sisters to protect an innocent woman who is being stalked by a demonic suitor. When Leo is gravely injured, Piper evokes a spell to switch powers with Leo in order to use his gift of healing to save his life, but the spell switches Prue and Phoebe's powers as well, rendering the Charmed Ones almost powerless against their enemies.

Prue, Piper and Phoebe lose a battle for their lives time and again when the Devil's Sorcerer creates a terrifying time loop to ensure the Charmed Ones are vanquished from the Earth forever. Meanwhile, Andy's life is at stake when Phoebe is struck by a premonition of his tragic death at the hands of a powerful supernatural force, but only time will tell if they can stop the demon before the events come to pass.