A council of five robed demons, noting the large number of demons killed in San Francisco, speaks to a dragon warlock. The dragon warlock wants to take on the Charmed Ones; but force has proved useless against them. One of the councilors snaps his fingers and opens an ornate bottle. A genie comes out and suggests giving the sisters exactly what they want.
Piper wraps Phoebe's sprained ankle. Phoebe had been attacked by a beast. Dan is back in town and Piper doesn't know how to face him. Prue has a third date with Dick, even though he's the definition of boredom. She feels that she's had too much demon hunting and no play, and has become somewhat less picky about men. The sisters and Leo find a package with the bottle in it. Phoebe wipes a bit of dust off and releases the genie.
The Genie has offered each sister a wish. Phoebe wants to know who sent the bottle. The Genie claims not to know. Leo doesn't trust him; genies are known to do anything and everything to be freed. The Genie makes a pest of himself and says he's not leaving until the sisters wish. Leo says that a wish always carries a catch. Prue leaves to see Dick while Phoebe checks out the Book of Shadows.
Prue is at lunch with Dick, and is bored to tears. The Genie appears miniature, balancing on Dick's menu and possessing him. "Dick" says that Prue really knows that he's not the one for her. Prue wants to feel like she did the first time she fell in love--not knowing the Genie has rooked her into a wish.
The Genie pesters Phoebe as she flips through the Book of Shadows. She still refuses him.
Piper talks with Leo at P3 before opening. Dan comes in and sees the two together. The Genie hides nearby. Piper assures Dan that she knows who Leo really is. Dan goes away dejected. Piper wants Dan to be able to move on--not knowing the Genie is hiding nearby.
The Genie startles Phoebe in the attic. He continues to pester her, but then offers to help her sprained ankle. He tells her it's not a wish, and she agrees. After some pain, she feels better -- "a little something a sultan taught me". The Genie would wish for the feeling of a suntan, the taste of ice cream, and such -- to be human. The Genie learns that Phoebe has no active power. Phoebe wants to have one. Three wishes made, the Genie finally leaves.
Piper and Leo pull up to find Dan has put his house up for sale. He has a job offer in Portland and is ready to move on. Prue roars up to the manor in bangs and braces. She doesn't recognize Leo, and mentions that Piper and Leo look "kinda -- old". Phoebe calls for help from the attic. The others go there and find Phoebe floating helplessly against the ceiling. Leo levitates up and brings her down. Prue claims to be 17 years old and has no memory of being older, or of being a witch. Phoebe remembers that Prue was almost impossible to handle at that age. This appears to be the bad consequence of a wish.
The dragon warlock kicks the door in and demands the return of his power; apparently the genie stole his flying power and gave it to Phoebe. Piper, Phoebe and Leo confront him. Prue comes down to watch; Piper urges Leo to get her back upstairs. The dragon warlock breathes fire and Piper freezes him. Phoebe, with little control of her new power, carries the dragon warlock out of the manor and dumps him at a farm.
Leo and Piper check out the page on the dragon warlock. They need the Power of Three to destroy him--and Prue is a powerless teenager. Phoebe flies around outside the manor and finally crashes through the window.
Phoebe cites the Book as saying that putting the Genie back in the bottle will undo the wishes. She notes that the Genie has a thing for food and that he might be at the cafe where he found Prue. Piper and Leo find him at the cafe stuffing his face. Piper freezes the scene, then unfreezes the genie so she and Leo can confront him. The genie is surprised that the dragon warlock is already after Phoebe. He admits that he's on a "gig"--but can't tell who he's working for. They drag him from the table, and suddenly he disappears.
The dragon warlock and the Genie are before the Council again. The dragon warlock accuses the Genie of using the sisters' wishes to free himself rather than destroy them. In time, the Genie says to go after the witch without any powers.
Prue rifles through her wallet, finding what at 17 must have been a large amount of money, and slips out the bedroom window.
Darryl calls Phoebe with a report of a young brunette flying--without a plane. Piper and Leo return without the Genie. Piper and Phoebe remember what a headache Prue was at 17. Piper recalls that Prue fell in love with a guy who attacked her. Leo and Phoebe go upstairs and find Prue missing. Dan comes to the door -- aged more than 50 years.
Prue drives down the street and the dragon warlock appears as a hitchhiker. Piper and Phoebe try to call her, and Prue doesn't answer. Phoebe tries to get a premonition, to no avail. Piper feels guilty about Dan. Prue is in Golden Gate Park; the dragon warlock turns her phone off. They start kissing, and he starts roughing her up. Prue screams and runs off into the night. The dragon warlock isn't worried; he thinks it'll be only a matter of time before Prue calls Piper and Phoebe for help. The Genie was hiding in the SUV all along, and has to do as he's told if he wants to be free.
Piper tells an ailing Dan the truth: the sisters are witches. This accounts for all the "family emergencies" she had. Leo says he is the same Leo Wyatt who died in 1942. Leo orbs to convince him. Phoebe has a premonition of the bottle being knocked under some furniture.
Prue has at last figured out how to use her cell phone; she calls the house and says the dragon warlock is after her. Piper tells her to go to a lake where they fished as kids and hide under the bridge. Suddenly, the phone goes dead. Piper and Phoebe reach the park and Phoebe flies ahead to spot the dragon warlock. Prue, panicking, runs out of the woods. The dragon warlock grabs Prue and the Genie grabs Piper. The dragon warlock stabs Prue as Phoebe crash-lands. The dragon warlock goes after Phoebe, but Piper escapes and freezes him. Phoebe goes for the car and she and Piper return Prue to the manor -- but Leo can't heal the dead.
Piper and Phoebe are crying uncontrollably when Leo walks in with the Genie. The Genie is remorseful for what has happened. He offers to go back into the bottle and undo the wishes, but isn't sure if Prue will revive. Piper and Phoebe agree. The Genie claps and returns to the bottle. Dan is restored, Phoebe can no longer fly, and Prue is an adult again; but Prue is still dead. With the Genie back in the bottle, though, the sisters can get three more wishes. Piper takes the bottle.
The dragon warlock attacks and tackles Piper, causing her to drop the bottle. Leo and Phoebe take cover, and Phoebe remembers her premonition which told her where the bottle was. Leo orbs behind the dragon warlock and distracts him. Phoebe opens the bottle, releasing the Genie, and wishes Prue alive. Prue joins the others, and chanting "the Power of Three will set us free", the three sisters vanquish the dragon warlock.
Piper visits Dan and he looks bedraggled. He has a wish of his own: to have never learned of magic. He tells Piper to go.
The Genie tells Leo, Phoebe and Prue about the Council. They have two more wishes. The first is to make the Genie human, and he has the sense not to grant that one yet. Piper rejoins them and her wish is for Dan to forget about magic and make a clean break, without consequences. The Genie walks away, free of the Council and the bottle. Leo gets a call from "Up There" and Piper asks to go with him. Prue and Phoebe aren't sure if they'll be back. They walk back in the house, and Prue telekinetically closes the door.