When Inspector Morris (Dorian Gregory) fears his friend Mike (guest star Charlie Robinson), is possessed, Phoebe (Alyssa Milano), Paige (Rose McGowan) and Drake (guest star Billy Zane) discover that Mike had been working close to a site where a cabaret was destroyed in a fire in 1899, killing hundreds of people.  The spirit of one of the victims is using Mike to plead for help on behalf of all the Lost Souls who are trapped in the cabaret, forced to relive that night for eternity.  However, when Phoebe and Drake transport themselves back in time to the night of the fire, they get stuck in the 1899. Meanwhile, Piper (Holly Marie Combs), fearing that Leo (Brian Krause) will be taken away from her, convinces him to take a family vacation; and Paige impersonates Phoebe.