"I promise my daughter will know of you, of the three powerful witches who came to bring her into this world. And we'll always be grateful, won't we, Melinda?"


    Halloween has finally arrived and the Halliwell sisters have decided to go all out in their celebration. The house is decorated, but they're on the way to P3 where the real party awaits them. Each has chosen a most interesting costume. Prue looks like some kind of fairy and Phoebe is Elvira, the mistress of the dark. She proclaims her outfit to be a protest statement as she gripes about the images of witches on Halloween. Prue is impressed that she can make such a statement while showing off cleavage. Piper on the other hand has decided to embrace her good witchiness, now that Leo has been returned to her. She's dressed as Glenda the good, the blonde, and the very pink, witch.
    Darryl and Leo have joined them for the evening and both are in their old uniform's, Darryl in his police academy outfit and Leo in his World War II army uniform. Darryl's a little confused about who Leo is, but Prue promises to fill him in later. As they are about to leave, Phoebe worries if Cole will arrive on time. She's invited him to join them. But he has yet to show.
    Somewhere nearby, our freaky friends the Grimlocks have reappeared. When last seen, the Halliwell sisters had vanquished them, but now they are back, seeking revenge. Halloween is the day when the veil between worlds thins, allowing them to return. Soon they meet up with Cole, otherwise known as Belthazar to the demon population. Cole is a little bitter as he realizes that the Grimlocks might interfere with his Triad approved plans. He disappears quickly, ready to move his timetable up.
    Back at the manor, the doorbell rings and Phoebe and Piper rush to answer it. Phoebe laughs at the tricker-treaters remarkable resemblance to the previously vanquished Grimlocks, but realizes too late that the ugly guys aren't in any costumes. She and Piper try to get away, but the Grimlocks have already caught sight of their auras and are slowly suffocating the girls.
    In the kitchen, Leo glances up as he gets a message from his all-knowing superiors. He hurried to find Piper, only to see her and Phoebe choking in the hallway. Prue runs in and tosses the Grimlocks aside with her powers. Just then a portal appears in front of the dining room. Chaos ensues as they try to decide what is happening. Piper quickly freezes the Grimlocks, and Leo is about to explain, when the sisters are sucked through the portal. It abruptly closes behind them, leaving Leo and Darryl with two frozen baldies.
    Prue, Piper and Phoebe appear out in the woods somewhere next to an altar. As they try to asses the situation, they hear shouts of "Kill the witches!" and turn to see men on horses riding towards them. Phoebe takes off towards the bushes, and Prue follow quickly, dragging Piper along. It seems obvious that they've time traveled. Prue's guess is that they've landed in the 1600's. And that's certainly not the best time to be a witch.
    Suddenly a man appears from behind them. Piper is about to freeze him, when Prue stops her. The man stares at them a moment, then leaves, shouting that he's found nothing. The horsemen leave and the girls creep out of the bushes. Piper is ready for the vortex to reappear when bags are thrown over all three of their heads and they are quickly dragged away.
    Some three hundred years later, Darryl is staring at the Grimlocks. Leo wants him to leave, but he refuses, saying that the girls are like sisters to him. Leo can understand that, so he lets him stay. But as they are trying to decide what to do, Piper's time freeze wears off. Leo and Darryl make a mad dash for the stairs as the Grimlocks pursue them. Darryl gets a couple shots off, but that merely slows the demons down.
    As the bags are taken off their heads, Prue, Piper, and Phoebe are met with a group of young women who seem happy to see them. A lady named Eva explains that they were brought here to retrieve a woman name Charlotte who was kidnapped. She is carrying a special child that they must save from evil. The year is 1670, and they are in Colonial Virginia on All Hallow's Eve, the most powerful night of the year. On this night, they should be able to tap into the magic all around them in order to save the baby. Piper wants to know how they were brought to the past, and how hard it will be to get back. Prue believes that they sent them back. So the sisters must get the child to safety in order to earn their ticket home.
    Together with Eva, the Halliwell's approach the house of the evil witch who took Charlotte. Eva warns them about the talisman put up all around the property. But Phoebe, believing that such simple things cannot hurt them, walks right on ahead. She is immediately thrown back into her sisters, alerting the people who have gathered around the house. As they rush to escape, Eva is shot in the arm, and they quickly drag her back to the hide out.
    Inside the house, the witch Ruth talk to Cole. He tells her that he is from the future. He made his journey back in time to change things a little. In other words, he's ready to mess with the time line, all in the name of evil.
    Back in the cave, Eva is noticeably bitter. She believes they got frauds instead of powerful witches. Phoebe seems a little offended as Prue assures her that they can help. Piper becomes the doctor on call, as she quickly steps in to take care of Eva.
    Up in the attic, Leo has finally found the spell to vanquish the Grimlocks. Darryl is pacing and as he gets closer towards the door, the demons catch sight of him in the keyhole. Within seconds he is being suffocated. Realizing what is happening, Leo abruptly orbs out with him. They reappear in the kitchen, much to Darryl's confusion.
    Using her tarot cards, Ruth realizes that a powerful force of good has followed Cole back to the past. But he assures her that he can take care of it. He knows who has come back with him.
    Eva is still busy teaching the girl's about the magic they can use all around them. Phoebe's a little surprised to see her whip out the old conical hat, informing them that it is a spiritual point. It turns out that an apple and a laurel leaf can be used as protection, and even the broom, so mocked in their time, can be powerful. With this new knowledge the girls head back into town. Phoebe who is supposed to play look out, gets side tracked by a man promising that an apple peal can give her the first initial of her true love. Cole, disguised behind a mask, urges her to test the man's claim and both are surprised when the letter C appears.
    Unfortunately, Phoebe is bumped at that moment and her witch items fall onto the ground. A couple of men grab her, and then Piper and Prue as they rush to her aid. Ruth yells to the men that they should be hanged. Prue realizes that the man dragging her away is the same man who they met that morning. As the sisters are placed on horses with nooses around their necks, the man tells them to burn in hell. A crowd gathers around and the horses take off. The poor girls are left hanging there, apparently dead.
    Moments later, the man returns and cuts them loose. He tied their ropes to their waists and now once again they owe him their lives. He introduces himself as Micha, a man who is trying to undo the work of the nasty witch hunters. A smitten Prue watches him leave and then it is time to come up with another plan.
    Back in the future, Leo is making the Grimlock vanquishing potion. The doorbell rings and Darryl hurries to send the kids away. Then he makes an ill advised trip into the living room where the Grimlocks attack. He escapes but not before his is blinded by them.
    Cole and his evil buddies have found Micha out. Prue, Piper and Phoebe spot him being dragged away. But Prue knows that if she helps him, they'll never be able to complete their mission. So she is forced to let him go. Using her knew broom knowledge, Phoebe sweeps her way past the talismans and Prue and Piper head into the house to get Charlotte. The baby is coming quickly now, and much to their horror, Charlotte's water breaks as they hurry her our of the room.
    Poor Micha is killed by Cole and a nasty looking knife as the sisters escape with Charlotte. They get as far as the altar, but the woman cannot go any farther. They realize that they will have to deliver the baby there. Phoebe reminds Piper that she is destined to have a baby in the future and that she should therefore deliver this one. Piper reluctantly agrees to the task as her sisters work to form a protective circle around them. The horsemen come quickly, but Prue and Phoebe ward them off momentarily by throwing apples into the air. This does indeed form a protective circle that stops the men, but not their bullets. As Piper finally delivers the baby girl, Phoebe decides to embrace the cliché that she previously hated in order to save all of them. She jumps onto a broom and takes off into the air, scaring the men away. Realizing that he's met with defeat, Cole disappears.
    Back in the cave, the sisters await their trip home. But since the portal has yet to appear they know that they have something yet to learn. The revelation comes quickly as Charlotte reveals the name of her child. Melinda Warren, the witch who began their line. The sisters are stunned and it is then that the portal whisks them away.
    In the manor, the Grimlocks realize that the girls are returning. They ready their attack, but Leo is there to toss the potion on one of them. He is vanquished, but not before the other one starts to kill Leo. The poor whitelighter drops the rest of the potion as he falls to his knees. Fortunately for him, the sisters are back. Prue tosses the spilt potion up onto the vicious demon and then he is gone. As Piper goes to check on Leo, Darryl comes stumbling down the stairs, still blind from the earlier attack. Leo heals him and as Darryl stares at him in surprise, the whitelighter wishes him a happy Halloween.
    Over at P3, the girls talk about their experience with Leo. Halloween has now become Phoebe's favorite holiday, and she's now been encouraged to regain all the knowledge that their line lost through the years. Together they wonder who might be the culprit that started the whole mess by going back to take Charlotte. Piper correctly guesses that it was the guy hitting on Phoebe in the past, but Phoebe thinks not. As Piper discusses her job delivering her great great great great-whatever-great grandmother, a man taps Prue on the shoulder. His name is Mitch, but he holds a striking resemblance to Micha and Prue quickly walks away with him, smiling back at her sister. Then Phoebe spots Cole heading down the stairs in an angel costume. The two talk for awhile and Cole seems oddly enamored with the youngest Halliwell sister. Might he be having a change of heart?