When Prue gets her first photography assignment, photographing the "unluckiest woman in San Francisco," she unintentionally gets on the bad side of a darklighter when she casts a spell on Maggie Murphy – a future whitelighter. Looking to take his revenge out on Prue by sending her terrifying messages telepathically, Piper and Phoebe are racing against time to save Prue before she takes her own life. Leo then makes a huge sacrifice to stop the darklighter's plan and ultimately gets his wings back.

Prue, Piper, and Phoebe battle the Demon of Illusion after he brings to life one of Phoebe's favorite movie characters. Realizing what he can do, the demon sends an axe murder after the sisters in an attempt to kill them. What happens as a result is that the sisters and the demon get drawn into a horror movie where a battle of good and evil ensues before they're able to vanquish the demon.