No bands had played P3 since the Charmed Ones "died". Leo, swinging a golf club, is planning a round of golf with an agent, Smitty. Piper doesn't like Smitty much, but he had brought the Donnas to P3 ("Someone to Witch Over Me"), so she agrees to talk to him and see what he might have to offer.
A female demon sorceress, Zira, feels put upon by her male boss, Tai, and makes plans to kill him. She believes female demons should rule, and has a particular female demon in mind: herself.
In one of Billie's classes, the professor explains the yin-yang theory of the relation between the sexes. Billie pops her gum and the professor, trying to embarrass her, calls on her. Billie holds that men are "wimps or thugs", that women are more balanced and should be dominant. Billie gets a call from Phoebe, claims a "family emergency" and leaves the class.
Smitty tells Piper he can't get a headlining band. Piper suggests a benefit for hurricane victims (the original air date was shortly after Hurricanes Katrina and Rita), but Smitty says he can only get a "chick band", angering Piper. Leo intervenes and Smitty says maybe he can bring in Liz Phair.
Paige is meeting her new charge, "Speed". A thug named Donnie is threatening him, demanding that he drive a getaway car. Paige chases Donnie away, but Speed's parole officer, Henry Mitchell, shows up and arrests him.
Agent Murphy wants the Charmed Ones to help him with some cold cases, which he thinks have supernatural connections. Phoebe, later joined by Billie, goes through some boxes. Billie finds and put on a golden belt and is transformed into a superhero. She can't take the belt off. They hail a cab, but Billie rips the door off.
A henchman of Zira knows the belt has been activated. Zira, being evil, cannot safely wear it, but the henchman suggests finding its wearer and turning her into doing Zira's bidding.
Billie and Phoebe enter the manor and Billie rips off the door. Leo recognizes the Belt of Hippolyta. Billie remembers Hippolyta from her mythology class and remembers that Hercules had killed her. She accidentally turns Leo invisible.
Zira lures Tai and his henchmen to an alley and convinces him to lure Billie by tormenting an innocent woman. She shimmers away and then Billie hears a "call". She leaves, using a super speed power, and knocks down Leo as he's trying to rehang the door. She vanquishes the henchmen but only wounds Tai. Billie blurs back into the manor, knocking the door over on Leo. She is becoming vain and oddly attached to the belt. The belt flashes and Piper and Phoebe become more assertive and distrustful of men than usual. Piper also requests that Billie make Leo visible so that he can get P3 a band. When Billie leaves, they return to their normal feelings. Piper says she wants Leo out of the way because he is the target, and reassures him that she will be careful.
Paige is in Speed's apartment when Henry arrives. Henry tells Paige of the robbery. Paige believes that Speed isn't going to take part, but Henry disagrees. They make a twenty dollar bet and Paige goes with Henry to the scene of the robbery.
Billie blurs to her midterm exam, in the class with the yin-yang professor. She calls the professor a sexist pig and the belt flashes again. One young man calls her hot, and a young woman calls him a "pig" and attacks him, starting a riot in the classroom as all the women attack the men. Outside the classroom, Billie bumps into Zira.
Leo tells Phoebe and Piper what happened to Hippolyta and that every wearer of the belt, since Hippolyta, has tried to kill all men. None had succeeded, of course, but Billie is a witch.
Zira tells Billie that good versus evil is a male thing, and that if she is able to unite all women, the world will be at peace.
Paige and Henry stake out the liquor store. Speed and Donnie drive up and two other men get out of the back. Donnie orders Speed to drive to the front of the store and threatens him with a knife when he refuses. The two robbers enter the store and immediately, the police appear. Donnie stabs Speed lightly with the knife. The two flee, but are arrested. Henry doesn't believe that Speed was unwilling, but Paige notices his wound.
Phoebe and Piper use the spell "To Call a Lost Witch", summoning Billie. They trap her in a crystal cage, but Billie says "Zira was right!" and blasts the whole attic, as Phoebe and Piper duck. Billie blurs back to Magic School and vanquishes Tai.
Piper and Phoebe make Leo invisible again and he goes to Magic School, looking for a spell to remove the belt. Piper, Phoebe and Paige follow. Leo picks up the book and then tackles Billie. Paige orbs the book and says the spell; the belt falls off and Billie is normal again. Paige orbs the belt onto Kira, destroying her and the belt.
Henry makes a phone call and learns that Donnie did have a knife with blood on it. He lets Speed go and admits to Paige that she won their bet.
Liz Phair plays at P3.