At Quake, two men hit on Phoebe with cheesy pickup lines. She joins her sisters and a waitress, Skye, brings Prue a glass of wine bought by a strange man across the room. The man, Whitaker Berman, waves to Prue from his wheelchair. Prue is flattered, but turns it down; she's dating Andy. Skye brings the wine back to Berman. He asks her to join him, but she is not allowed to be involved with the customers. Late that night, Berman appears in Skye's dream. They go to a surreal building-top landscape. He twirls her around and then throws her off the building, killing Skye for real. Andy and Darryl find her body. Although she is still in bed and the door is locked, nearly every bone in her body is broken, as if she jumped off a building.
Piper and Phoebe cast a love spell. Wind blows through the attic, but nothing else seems to happen. The telephone rings, but the caller is Berman and he is looking for Prue. She refuses him again. Phoebe leaves for Quake to see if the spell worked. Prue is enjoying a bubble bath and falls asleep. Berman appears; Prue denies that he is real. Berman is able to read Prue's thoughts, memories, etc. He grabs a sponge and rubs Prue's back with it so hard that she bleeds. He then tries to drown her, but Piper knocks and wakes Prue up. Prue sees the scratches on her back. Piper suspects that Prue is merely overworked.
Andy and Darryl have found several other young women dead in the same way as Skye. They visit a "dream lab" where Berman works. The first woman had been Berman's girlfriend. Berman had been in the lab when Skye died. A large, muscular man walks into the kitchen, where Prue and Piper are discussing about what happened in the dream, followed by a very happy Phoebe. The man's name is Hans Fein and had come into Quake to use a pay phone, and bumped into Phoebe there and they hooked up. At Quake, a regular customer, Jack, asks Piper to have dinner with him. Another asks her to fly to Paris with him.
Piper has dinner with Jack and tries to turn him off, but he is insistent, and kisses her. Several other men try to get her attention. Piper now thinks the spell wasn't such a good idea.
Andy has learned what Berman is researching: "dream leaping". He says the girlfriend had died just after breaking up with Berman.Berman enters the dream lab and asks for an extra dose of the drug that sends him into dreaming sleep. Prue has fallen asleep at her desk and Berman enters her dream. He tells her she's powerless against him; he knows that she's a witch because he can get inside her mind. Prue stabs Berman with a letter opener and he is about to throw her off the building when the telephone rings -- it's Andy, calling to check up on her. Prue hears someone coming and whirls around with the letter opener -- but it's Rex. Prue looks down and sees Berman's blood on the tip of the letter opener.
Phoebe comes home to find flowers everywhere, from men whom Piper has never met. Hans was all over Phoebe and she ditched him. Even Kit has tomcats after her. The two decide to reverse the spell. Prue drives home and falls asleep at the wheel. Hans appears at the door, angrily violent, and Piper freezes him. Piper and Phoebe leave in search of Prue, who has driven into a pole. When Prue is taken to a hospital, she is only semi-conscious and Berman appears to her again. Andy and Darryl visit Berman again and order the techs to wake him up. Piper and Phoebe reach the hospital and get into Prue's room. Realizing what is happening, they encourage her to use her power on Berman. Prue flings Berman over the ledge, and Berman dies before Andy and Darryl's eyes. Prue regains consciousness.
Piper and Phoebe reverse the love spell and none of their suitors remember anything.
Later Prue is recuperating in the hospital and is visited by Phoebe, Piper and Andy.