A warlock from the past is released from his curse and tries to steal the sisters' powers with the help of Rex and Hannah, but the sisters resurrect their ancestor to combat him. Meanwhile, Piper works up her courage to ask Leo out and Andy gets frustrated by Prue's continued involvement with bizarre police investigations.

When Piper is attacked by a vicious beast, Andy goes on a stakeout with an FBI agent who is hunting the creature. Meanwhile, Prue hires Phoebe to work at the auction house, but Phoebe's vision of a terrible car crash immediately sends her off on a mission to find a long-lost child.

Phoebe's fear of the Woogyman amuses Prue and Piper, until an earthquake releases a shadow demon. Phoebe under the control of the Woogyman tries to kill Prue and Piper, who must find a way to rescue Phoebe and get rid of the Woogyman.

Prue attempts to help a young man, who desires to become a priest in order to avoid fulfilling his destiny as a warlock of the Evil Charmed Ones. Meanwhile, Phoebe tries to get Piper to stop shying away from a date with Josh.

The sisters are about to go on a relaxing weekend getaway to Cabo, when a mortally wounded Leo shows up and asks for their help to save a young woman who's being chased by a darklighter. Desperate to save Leo, Piper casts a spell that swaps their powers, however in doing so, she accidentally swaps the powers of Prue and Phoebe as well. Meanwhile, pressed by an Internal Affairs investigation Andy decides to leave his job in order to protect Prue's secret from being exposed.