Phoebe was putting dishes away, letting Piper rest. Suddenly a knock came at the door. She ran to it and opened it. It was Darryl.

"Hi, Darryl. Come on in. Is everything alright?" she asked.

"I'm afraid not," he said. They went back into the kitchen where Phoebe continued to put away the dishes.

"What happened?"

"There was a murder. We found a guy in an alleyway, there was a scorch mark nearby. Do you think it could've been a demon?" Darryl said.

Darryl looked on the counter where a knife was laying; he grabbed a hold of it.

"It probably was," Phoebe said, turning around and looking at the knife in his hand.

"I wonder why some demons never bother to use knives. They work really well," he said, examining the knife.

Phoebe turned back around quickly and found a knife in the sink. This didn't seem like Darryl at all. He never talked like that before.

"I wonder if it would be effective on a witch. Don't you wonder, Phoebe?"

He stood up and walked towards her, the knife held out in front of him.

"Actually, I wonder what it would be like on a demon," Phoebe said.

She kicked the knife out of his hand and levitated and kicked him. He flew back onto the table.

"Oh, c'mon, is that all you got? Maybe this will help you try to kill me. I doubt you could, but I can take on anyone's face and body," he said.

"Why are you telling me this?" she said, not letting her guard down.

"Well, it was obvious you and your sisters weren't getting anywhere, so I thought I'd give you a hint. Damn, I really thought this body and face would let me be able to kill you, but maybe next time."

Phoebe tried to kick him again, but he disappeared in ripples, kind of like water.

"What is going on in here?" Paige asked, running in with Piper and Amanda.

"A demon. I think it was the demon that is sending all the other demons after us. But the thing is, it looked exactly like Darryl," Phoebe said, getting up.

"Oh my god. Is it a Shapeshifter?" Piper asked.

"Something like it. It told me about itself. It said it can take on the body and face of anyone it wanted. It said it thought if it turned into Darryl it would be able to kill me."

"Well, maybe we can find something in The Book of Shadows," Paige said.

"We won't be able to trust anyone. We won't be able to trust each other," Phoebe said.

"Don't say that. We'll get through this. It'll all end with you three vanquishing the demon. We have to know the signs though. If it does take on one of our appearances, we have to see the way it acts," Amanda said.

"Right. We all know each other well, so we'll know if it's one of us," Piper said.

They all stood there. They were uncertain whether they would be able to know or not.