Prue is at Buckland and speaking into a recorder regarding a painting. The painting is of a castle of sorts. She is speaking to a woman about its origins and such. The woman is in a hurry and Prue tells her to sign and she is then free to go. Prue rambles off a number of things that she needs before it can be auctioned off. Prue wants to research it but the woman doesn't want the best price. She merely wishes for it to be sold as soon as possible.
The camera zooms in on the painting.
Phoebe is talking to Piper on the phone and tells Piper that she ran Prue's car into a pole. Phoebe doesn't want Piper to tell Prue and says she doesn't want to lose Prue's trust. Phoebe says that she will have money fix it since she has an interview. She says she will tell Prue if she doesn't get the job. She walks into a room full of people waiting to be interviewed for the same job. The receptionist gives her an aptitude test. Phoebe sees the others who are waiting, talking about Stanford, Harvard, etc. and realizes they are all smarter than she.
Buckland: A light glows in a window on the painting. Prue looks up at it and gets a magnifying glass. She sees someone in the window.
Prue is speaking to her sisters about the painting and the man she saw in the window. Piper appears to not have been listening very well and changes the subject to the club she is trying to open. Phoebe appears carrying the Book of Shadows. Piper asks about the interview and Phoebe says it was fine. Prue asks for her car keys. Phoebe is forced to tell the truth about the pole. Prue doesn't seem to be too angry. Prue asks Piper about the painting and Piper replies that she should forget about it.
Piper goes to see Dan, hot next door neighbor. He invites her in but she declines. She asks Dan to help her with the Club (code violations) He agrees if Piper says she'll help Jenny with a paper about sex. Piper agrees.
Buckland: Prue asks the original owner of the painting about the man in the painting and she replies that she has seen him. The woman is very freaked out by the man in the painting. She believes that he is alive and trapped inside but doesn't know who he is. She says that everyone in her family who has owned it has gone insane and just needs to get rid of it.
Phoebe is writing something. Looks like a spell. Piper knocks on the door. Phoebe hides what she was writing. Piper tells Phoebe about how much the car will cost. Phoebe tells Piper how much she needs the job and how she isn't a "smart person". Piper leaves the room and Phoebe reveals that she is trying to cast a "smart spell". and then casts it upon herself. She opens a dictionary and puts her hands over it then knows all words in the dictionary and their definitions.
Buckland: The painting has underwriting on the canvas. The text is in latin. It says "To free what is lost say these words" Prue sees the light in the window again. HELP is written on the window. Prue says the words on the painting and is sucked into it. She lands in a room lit by candles. She runs to the door but it doesn't open. A flame was thrown towards her and nearly hit her. a man comes to her rescue. His name is Malcome.
Piper says good morning to Phoebe who rattles off the morning news. Piper asks if Phoebe heard Prue come in in the morning and ponders how strange it is that she isn't there. Phoebe rattles off statistics, the odds of Prue's being hurt. Phoebe asks Piper if she likes Dan. Piper tells Phoebe to not be ridiculous.
Prue tells Malcome that she's a good witch. He tells her to stay back. She says that she can't get them out with her powers and that they need to work together. She tells him to let her help him. He lets her approach him and snaps at her. He says that his girlfriend, a witch, painted the painting and trapped him in there. "Nell" broke up with him then cursed him. He reveals that he's been in there for 70 years and has never aged.
Phoebe and Dan are at the club. He asks why Piper wasn't there looking disappointed.
Piper goes to see Prue and finds that she isn't there. She almost reads the latin on the painting but a man walks in before she finishes. "Joe" He asks where Prue is and says that he needs the painting. Piper freezes him.
Prue and Malcome try to get to a window to send a message to one of the sisters.
Piper picks up the painting and tousles Malcome and Prue around. Every time Piper bumps into something, Prue and Malcome get tossed around.
Piper brings the painting to their house and tells Phoebe that Prue was last at her office before she disappeared. She shows Phoebe the xray. Piper finds out that Phoebe casted a spell to make her smart. Piper is angry and says that it's personal gain. Phoebe says that it isn't. Piper says there will be consequences. Piper tells Phoebe to go back to college. Piper reads the latin and is sucked in to the painting. Phoebe runs to the painting but sees nothing.
Piper complains about the situation to Prue and Malcome. Piper tells Prue about Phoebe's smart spell. They realize that Phoebe can save them and that they need to hurry as the spell ends soon.
Jenny, Dan's niece, rings the door bell while Phoebe is looking through the book of shadows. Phoebe goes to answer the door.
Piper is able to get the message "Nell" on the window so Phoebe will know what to look for. Phoebe sees the message but Jenny is in the house as she needed help with her paper on sex. Phoebe pushes Jenny out of the house with a piece of paper that has a picture of an egg and sperm.
Phoebe finds Nell in the book of shadows and finds out that the man Nell put into the painting was a warlock. Therefore, Malcome is a warlock. She discovers that she has to say something in the painting to get them out and sees Kit...
Prue is suspicious of Malcome.
Kit is sent into the painting. Malcome picks her up. He finds the message and reveals that he is a warlock. He manages to get out of the painting while Prue and Piper are still inside. Phoebe sees him come out of the painting. It is discovered that Jane, original owner of the painting, is a warlock and has been trying to get Malcome out.
Malcome "blinks" out of the house. Jane and Malcome are reunited. Malcome tells Jane that he has a present for her. "The power of premonition"
The clock strikes 7. Phoebe's spell has ended. She cannot remember what to say to get out of the painting. Malcome and Jane enter the house. Jane lights the painting on fire. Phoebe drags all three of them into the painting. Phoebe reveals that she has the spell to get them out and says the incantation, releasing them as the flames consume Jane and Malcome.
Piper Prue and Phoebe are safe at home. As is Kit. They thank Phoebe.
Dan tells Phoebe that he would like for Jenny to do her own paper with her own smarts.
Piper and Prue have bought Phoebe a purse and shoes.