Phoebe and Piper wonder why Prue never says the words, "I love you." Barbas, the demon of fear, spends Friday the 13th scaring witches literally to death. As usual, Andy and Darryl wonder why Prue seems connected to a string of murders. Barbas tries to drown Prue in the shower, since Prue's greatest fear, since her mother drowned, is drowning herself. Prue is narrowly saved by Andy. Barbas realizes that Phoebe's greatest fear is losing a sister, so he tries to drown Prue again with Phoebe watching. This time, Prue feels the presence of her mother and manages to release her fear and vanquish Barbas. Prue tells her sisters that she loves them, and admits that the last time she said that was to her mother. Piper suffers from superstition on Friday the 13th, worrying about starting a relationship with a fabulous guy and then screwing up that relationship because he doesn't like superstitious women. Phoebe gets a job working for a woman in real estate, but quits when she has to lie to the woman's husband about an affair.