The gang is moving to the Battle Arena. Still, Brock, May and Max are exhausted and want to rest, but Ash still wants to get the second Frontier Symbol. Later, however, Ash is exhausted as well, so they rest. He asks for water, but there is no water left. Brock, May and Ash leave Max with the Pokémon (with only Mudkip coming) to feed. After the search, Mudkip found a river. Meanwhile, Max gives them the food, telling them they need and goes to rest. Pikachu tells the Pokémon which one is first, though all Pokémon want to eat. However, Munchlax ate all the food. Pikachu goes away and Corphish is angry at Munchlax, even more when it goes to sleep. Corphish uses Bubble Beam, but Munchlax goes to sleep, so the attack hits Squirtle instead. Squirtle counter-attacks with Bubble, so Corphish uses Harden. Pikachu tries to wake Max up, while Corphish uses Bubble Beam and Squirtle uses Bubble. With all the trouble, some Geodude begin to be angered and surround them. Phanpy rolls, and so does Geodude, so the other Pokémon run. Max wakes up and sees Corphish knocked out and Munchlax being thrown away. Pikachu wakes Corphish up and run away from the Geodude. Max sees Munchlax, Pikachu and Corphish are gone, while the others come to him. Ash, Brock and May come, so Max tells him the problem. Brock decides to stay if the Geodude or the other Pokémon come back, while Ash, May and Max take Mudkip to find the other Pokémon. Meanwhile, there seems to be a meeting going on - the Geodude complain about the Onix (which must be their leader) about what happened. Team Rocket sees them, so Meowth translates that they had troubles with some Pokémon, including Pikachu, so they know that the gang is nearby. Jessie proposes to talk with the Rock Pokémon and convince them to capture Pikachu and the other Pokémon, as they are their enemy. Team Rocket comes to them, convincing that the gang is planning to capture every Rock Pokémon from Onix's kingdom. They also say they need to capture Pikachu, as their most powerful weapon. Onix yells and soon the Rock Pokémon disappear in a smoke. Meanwhile, Ash, May and Max search for the missing Pokémon, while Pikachu and Corphish wander. Phanpy finds Squirtle, who is smelling the flowers. Phanpy approaches Squirtle, and Squirtle sees a giant flower. A Beedrill comes out, so Squirtle is taken back and cries. Phanpy stands in its defense and uses Hidden Power to hit Beedrill. Next, Phanpy sees Squirtle smelling the flowers, as well as more Beedrill coming. Phanpy takes Squirtle, who is angry since it cannot smell the flowers, but changes its mind when seeing the Beedrill coming. Pikachu and Corphish wander and encounter Phanpy and Squirtle running. They greet them, but when Phanpy and Squirtle pass, Corphish uses Bubble Beam, when seeing the Beedrill, hitting them. Pikachu uses Thunderbolt to scare the Beedrill and they go away. Meanwhile, Brock is waiting for the others and is bored. However, the Rock Pokémon arrive and surround him, while Team Rocket drops the cage on him. Corphish, Phanpy, Squirtle and Pikachu see the eaten apples falling, as well as Munchlax eating them. Munchlax falls down, as the ground shakes for the Rock Pokémon to come. When seeing Golems and Graveler, they run away, with the said Pokémon following them. They spot a log, so Phanpy, Squirtle, Pikachu and Munchlax jump on it, with Corphish pushing the log and losing the Rock Pokémon. However, they hit a stone and fall into water, down the river. Later, they are seen tired, but on the coast. However, the Rock Pokémon surround them and the cage falls, capturing them by Team Rocket. The Pokémon attack the cage, but soon find that the cage is durable and are knocked out, with the Rock Pokémon taking them. Brock and the Pokémon are taken to Onix. Meanwhile, Ash, May, Max and Mudkip came to a dead end, with Mudkip sensing the Pokémon up there. Ash climbs up and sees Brock and the Pokémon captured. Soon, Ash finds out May, Max and Mudkip are captured as well and are soon taken up where Brock and the Pokémon are. Team Rocket already plans to take the Pokémon for the boss. Brock demands for all to be free, so Team Rocket tells Onix of their hostility. Ash comes and persuades that Team Rocket is the ones lying. Meowth tells Onix he is the bad leader, though Ash tells him he would never hurt a Pokémon, with May and Max telling the same. Meowth tells Onix the gang wants to confuse him, but Ash wants a test to prove himself. Meowth translates that Onix does not know whom to believe, but wants a battle as a proof. Ash accepts the challenge, as it seems to be the only way to free his friends. He sends Grovyle to battle. Onix starts with Iron Tail, but Grovyle evades using Quick Attack and tackles Onix, but because it is a Rock type, Onix does not take much damage and attacks Grovyle. Grovyle uses Bullet Seed, hitting Onix, while Onix counters by wrapping Grovyle. However, Grovyle evades and uses Bullet Seed on his head. Grovyle defeats Onix using Leaf Blade. Team Rocket see Onix losing, so they plan to get Pikachu, but since they'd abandon the other Pokémon, they plan to take Onix instead. Team Rocket appears in a machine, throwing a huge boulder at Onix. Grovyle uses Leaf Blade to stop the boulder and smash it. Onix declares to set the others free, so the Rock Pokémon destroy the cages. Team Rocket launches the cannons, using water to defeat the Rock Pokémon. Team Rocket launches hands to get Pikachu and Onix, as well as a balloon to get away. Still, Onix struggles to resist, with the help of the Rock Pokémon. Mudkip uses Water Gun and Corphish Bubble Beam, destroying the hand which took Pikachu. Squirtle uses Bubble to free Onix. Pikachu uses Thunderbolt on Team Rocket and Onix uses Iron Tail to blast them off. Later, the gang are seen to be traveling on Onix, who helps them to transport them away.

As the heroes travel, they encounter many Grass-type Pokémon. They soon encounter a Hoppip, who gets blown by the breeze away, so the heroes follow it. Suddenly, the Hoppip gets captured by a woman, whom Brock flirts with (complimenting her agility), so Misty swiftly grabs his ear. The heroes see that the woman has seven Hoppip and enter her house, learning she is a weather forecaster. She had her Hoppip train to help in her predictions. The heroes see Hoppip being blown away, knowing she can see in which direction the wind blows. Two Hoppip are blown, so she tells them the wind has the strength of two on Hoppip scale. Brock sees she uses them to predict weather, much like fisherman and farmers predict storms. Brock tells her to forget that and focus on the bond between her and himself, so Misty abruptly grabs his ear. They soon see Hoppip blown away, but one lags behind. It goes to fly, but falls down. Misty cleans it up and suddenly, the gang sees it is an Oddish. Mariah explains it wanted to become like a Hoppip, to know how to fly, but it fails to do so. Misty wishes they could help it, but Ash knows they don't know how to. Brock thinks it can flap its leaves, but Misty yells at him, so he keeps quiet. Meowth sees them and tells Jessie and James they can use Hoppip for a delivery service, making them rich. Jessie and James tell him the lack of breeze might stop them, and the boss would kick them off the team if he learned they did not give Hoppip to him. Jessie admits that there is a way to deliver the Hoppip and orders Meowth and James to start the operation. They cut the net and introduce themselves to Mariah. They use the fans to blow the wind, so Mariah prevents Hoppip to be blown away. They use a bigger fan, so everyone catches a Hoppip before blown away. Ash sends Chikorita and Jessie Arbok. Chikorita tackles Arbok and uses Razor Leaf, knocking Arbok onto Jessie and James. Meowth turns the power on, so Pikachu uses Thunderbolt, destroying the fan and blowing Team Rocket away by the explosion. Ash praises Pikachu, though Chikorita tackles Pikachu, so Ash praises her too. Misty notices Oddish was brave to get a Hoppip to protect it. Suddenly, the Hoppip join their leaves, so Mariah is warned, as there is a big storm is on the way. Mariah analyzes the info and warns the heroes there is a tornado coming. Team Rocket are wandering, thinking they need to change the motto. They hear something and turn around, then run away seeing a tornado. Nevertheless, the tornado engulfs them. Per Mariah's advice, the heroes take cover under the desk. The tornado crashes the house, so Hoppip are blown away. Mariah goes to get them, but Brock pulls her down. Oddish is also blown away, though Ash gets Misty before she was also engulfed. The heroes come out, seeing the house destroyed. Ash, Misty and Brock agree to find Mariah's Hoppip, to which Mariah thanks them. They come to the roof wreckage and hear a Oddish. They notice Oddish wants to find its friends, as once it searched for Hoppip after a thunderstorm. Oddish leads them, following the breeze and finding the first Hoppip, who got stuck on a tree. Ash goes to get it, but Brock wants to impress Mariah and climbs the tree. Brock gets it down, while Misty compliments Oddish. They follow a river and spot another Hoppip, stranded on a branch. Oddish goes to get it, but Ash stops it, so Brock gets it. After Hoppip dried off, Oddish searches for more, but Ash knows it will not help much in finding the other five, since it cannot fly. However, they soon see another one flying and go after it. Team Rocket, however, got four Hoppip. Meowth imagines of night deliveries, but James tells him to forget the idea. Jessie imagines to get Hoppip a pinwheel. They see another Hoppip and catch it. The heroes see Team Rocket, so Misty sends Staryu, who tackles the balloon and pierces it, causing it to fall down. The heroes follow it, so James sends Victreebel, Ash Heracross and Jessie Arbok. Staryu joins the fight, but so does Oddish. Jessie and James laugh at Oddish. Victreebel tackles it, so Oddish retaliates with the same attack back. Oddish uses Stun Spore, paralyzing Victreebel and kicking it away, defeating it. Arbok goes to bite it, but Oddish uses Sleep Powder. Meowth goes to scratch it, but gets blasted off with Solar Beam, with Jessie and James. With all Hoppip reunited, the heroes know Oddish can be proud of that battling, even if it cannot fly. They tell it cannot fly, but can use Stun Spore, Sleep Powder and Solar Beam instead. Mariah tells Oddish it will always be special. Oddish jumps onto her chest, and she hugs it. After the house is fixed, Mariah thanks them for assistance, even if Misty pulls Brock's ear after still flirting with her. The heroes wave goodbye and continue the journey.

Ash is hungry, so Brock reports there is a town past the forest. Ash gets his hopes up and runs, so Misty and Brock follow him. Jigglypuff has also seen them and smiles. As they came into town, Togepi runs off into a garden, seeing a girl training her Igglybuff to dance. Misty comes to get Togepi and apologizes to the girl if trouble was caused. Brock falls in love with the girl, whose name is Brittany, though Misty pulls him away. Brittany introduces the Igglybuff twins: Gigglybiff and Gigglybuff. Brittany tells them she trained her Igglybuff to dance and sing. She admits she is a TV star, along with her Igglybuff. With so much popularity, they are having a concert today. Brock thinks he can do a duet with her, but Misty drags him away. She demonstrates with Igglybuff (who have some head wraps) her dance and song. The heroes are amazed by this performance. Team Rocket observes, while Jessie thinks of having the Igglybuff as her own. James recalls there were posters for the concert, so Jessie knows they need a plan to capture these twins. The heroes are delighted by this performance, thinking the concert will be a hit. Jigglypuff appears to sing a song, so Ash grabs the microphone, while Brock offers it food, which Jigglypuff is happy to eat. The heroes think Brittany and Igglybuff will be superstars, making Jigglypuff angry. Brittany takes them for lunch. Meanwhile, Jigglypuff kicks Igglybuff and stomps on their head wraps. Misty comes and sees Igglybuff lost their head wraps. Jigglypuff states a strong wind blew the head wraps off, so it places them on Igglybuff's heads. Ash tells Misty Brittany will get some tickets for the concert, so she invites Jigglypuff to join it. The heroes admire Brittany's dress and Igglybuff's headgear, making Jigglypuff jealous. For that, Jigglypuff kicks the twins off the table. Later, the concert starts, as Jigglypuff and Brittany sing and dance. Jigglypuff likes the performance, so goes into Brittany's room to get the microphone out of Ash's bag (even eating Brock's bread). As Brittany ends her performance, Jigglypuff goes to sing out. However, Team rocket appears, who sing out. They chant their motto, but the crowd is displeased by their arrival. James sends Victreebel and gets gnawed upon, while Ash sends Phanpy. Victreebel uses Razor Leaf, but misses and gets taken down. Misty sends Poliwhirl against Jessie's Wobbuffet. Jigglypuff goes to use Double Slap, but gets reflected by Wobbuffet. Poliwhirl uses Water Gun and Phanpy Tackle, but both attacks get countered. James sends Weezing, whose Smokescreen covers the field. Team Rocket goes away, while Brittany is saddened, as Igglybuff had been stolen. Ash tells the audience there will be a break, but the audience is not pleased. So, Ash and Misty choose Brock to entertain them. Brock refuses, but changes his mind as Brittany asks him to. Ash sends Noctowl to search for Igglybuff. Meanwhile, Brock entertains the audience with his song and succeeds. James thinks they should do a cartoon over the world based on Igglybuff, but Jessie disagrees, as they will be her supporting actors in her next show. Jessie thinks her fame would be like a snowball that goes down a slope: it gets bigger and better. She goes to see the Igglybuff, but sees they captured Jigglypuff as well. They promptly throw her out and leave her tied to a tree with her mouth taped. As Ash and the gang find the bound and gagged Jigglypuff, she agrees to lead them to Team Rocket. Meanwhile, Brock repeats the song, not pleasing the audience too much. Noctowl searched and found Jigglypuff, who is not amused. As Team Rocket discusses their plan, Noctowl pierces their balloon, so they crash. Brock has trouble with singing, while the audience is not pleased. Ash, Misty and Brittany appear before Team Rocket. However, Jessie will not allow her career to be demolished. Ash sends Totodile, Misty her Corsola, while James his Victreebel (resisting its gnawing) and Jessie Arbok. Totodile evades Victreebel's Vine Whip and scratches it. Arbok headbutts Corsola, who responds by tackling it. Arbok is knocked onto Jessie, who drops the bag, freeing the twins. Meowth stands in their way, but gets tackled by Corsola. Gigglybiff and Gigglybuff appear before Arbok and Victreebel, charming them, then give them a Sweet Kiss. Jigglypuff slaps Arbok and Victreebel, tossing them to James and Jessie, who get electrocuted by Pikachu, then blast off by Totodile's Water Gun. Brock is exhausted by too much singing, but Brittany and her Igglybuff appear, pleasing the audience. Brittany and Igglybuff dance and sing, with the audience singing as well. As the concert ended, Jigglypuff appears, who sings the song, causing everyone to go asleep, thus making Jigglypuff scribble on everyone's faces once more before storming out in huff. Even the Narrator is struggling to stay awake as he closes the episode.

Both Pokémon remain still. Charizard uses Flamethrower, which Blaziken dodges by jumping high up. Charizard uses Dragon Rage, but misses. Blaziken uses Quick Attack, but Charizard flies up, evading Blaziken's Flamethrower. Charizard and Blaziken use Flamethrower, which collide and create a fireball. Oak knows it is expected for the League's trainers to have high-level Pokémon. Blaziken uses Quick Attack, which Charizard dodges, but uses Fire Punch, hitting Charizard with it. Charizard retaliates with Flamethrower, hitting Blaziken back. Ash and Harrison admit each other's Pokémon are well trained and powerful. Blaziken uses Quick Attack, so Charizard uses its tail to hit Blaziken back. Charizard uses Seismic Toss, pulling Blaziken to the sky and throwing it to the ground. Ash is glad he won, as do Misty and Brock. However, Blaziken stands up, as it still is ready to battle more. Brock believes before Blaziken was tossed, it used Flamethrower on the ground to soften the fall. Blaziken uses Quick Attack, which damages Charizard, who responds by using Flamethrower. Charizard attempts to use Seismic Toss once more, but Blaziken jumps and uses Blaze Kick, hitting Charizard with it. Charizard is injured, though uses Dragon Rage, colliding with Blaziken's Flamethrower. Both Pokémon are bounced away, as it caused an explosion. Charizard and Blaziken attempt to stand up. Ash, Brock, Misty, Pikachu, Togepi, Polietoed, Delia and Oak cheer for Charizard to stand up. Blaziken and Charizard stand up once more. Charizard goes to use Flamethrower, but fails and falls down, the strain on the battle weighs heavily on him. Charizard is defeated, so Harrison wins the battle. Misty and Brock are disappointed, while Oak knows Charizard took just a bit more damage, but it still was a good battle. Later, Jenny came to pick up Squirtle, as it goes back to the fire fighter squad. Oak and Delia also decide to go to Pallet Town, as they left Mimey and Tracey in charge of some duties. Oak wonders about Charizard, so Ash believes a good sleep should do the trick, then it will go back to Liza. The heroes wave goodbye to Ash's mom and Oak, who depart away. Meanwhile, Team Rocket got their building, but people demand more of their badges, which Team Rocket has none. Harrison battles a trainer in the League, but his Houndoom gets defeated by a Rhyhorn. Misty and Brock are shocked, but understand that Harrison wanted Blaziken to rest, hence why he did not use it in battle. At night, the heroes visit Harrison, who is glad to have made it in Top Four. Harrison reports his Blaziken is fine. He asks Ash is he from Pallet Town, where Oak comes. Ash confirms, so Harrison remembers about Prof. Birch, who loved field researching and Pokémon. Birch told Harrison he must experience Pokémon personally, so Harrison believes it is the reason why he left on this journey. Harrison admits it was an exciting experience, so Harrison advises Ash to go to Hoenn and see Pokémon, like Blaziken, that live there. Ash accepts the offer, but suddenly, a scream is heard. The heroes and Harrison arrive and see three shadows, so Ash sends Noctowl, whose Foresight shows the shades are three Misdreavus. Jenny and Gary come to see what is happening, while the latter notices they are looking for something. They fly off and the heroes follow it, only to see another Misdreavus, trapped under a tree. Everyone tries to lift the log and manage to succeed, so the Misdreavus is freed and flies with the others away. Gary thinks the Misdreavus got scared off by the commotion of the League, as they usually live on Mt. Silver. Ash admits Gary knows a lot, who reveals he wants to be a researcher specializing in evolution. Gary tells this was his last tournament and bids farewell to Ash, then walks away. Next day, a Rapidash defeats Rhydon, so a trainer named Jon Dickson wins the battle and is the Champion of the League. Charles Goodshow presents him with the League trophy. Later, Team Rocket tries to sell badges, but have no customers, as the League ended. However, a crowd runs to Team Rocket, who want to collect taxes. Team Rocket enters their new building and activates it, scaring the crowd away as it moves. Gary decides to go to Mt. Silver first, while Harrison goes to Indigo League and the heroes decide to go through Viridian City to Pallet Town. However, Team Rocket appears in their mobile building, as they release missiles. Team Rocket goes after Pikachu, but Gary sends Blastoise, who uses Hydro Pump to destroy the net. Harrison sends Blaziken, who uses Flamethrower, burning the building in flames. Using the Blast-off Thunderbolt, Pikachu defeats Team Rocket, destroying the building. The heroes thank Harrison and Gary for assistance. Gary and Ash wish each other luck in the future. Harrison believes Ash and Gary will always be rivals, despite going separate ways. The heroes wish to hear more of Gary's research in the future, so Gary promises to spread his work. They all go separate ways, in search of their own destinies.

Pikachu shows Pachirisu how to store electrical energy, which Pachirisu gets the hang of instantly. Pachirisu begs for a Poffin as a reward, which Dawn gives it. Dawn gives one to Piplup as well and Brock marks she made a really good recipe, well, a too good one - Piplup and Pachirisu beg for more and more. Dawn tells them no, as they have more practicing to do. This causes her, Ash, Piplup and Brock to be discharged. Pikachu uses Thunderbolt, calming Pachirisu down by hitting it. Dawn hears Dee-Dee and realizes that must be Kenny, her old childhood friend. Kenny sees her bad hair (from Discharge) and sees she got a Pikachu. Dawn explains it is Ash's and she travels with Ash and Brock. Jessie has prepared herself for the Contest as Jessilina. She brings Seviper and Dustox out to help James and Meowth pick her Pokémon from the Contest - the one that needs to be stolen, while Jessie goes to "do her stuff". Dawn tells Ash and Brock she and Kenny are friends from childhood. She can't remember what Pokémon Kenny chose, so he sends Prinplup, who got evolved from Piplup. Dawn's Piplup greets Prinplup, but gets pushed aside, as Kenny tells Prinplup does not want anyone to stand in its way. Kenny wants to know why Dawn has copied him, but Dawn tells she and Piplup are meant for one another. Kenny says he saw Dawn at the Jubilife City Contest, even if Dawn did not see him, as she was busy at the time. Kenny remembers he faced a powerful Coordinator and she got the ribbon fairly easily - her name being Zoey. Kenny remembers Ash also competed in Jubilife City Contest, though Ash tells him he is after the Sinnoh League than Grand Festival. Dawn tells she and Ash met when she saved and brought Pikachu back to him. Kenny studies Ash for a while and tells he has some stories on his own. He tells Ash and Brock that Dawn's mom once got her a haircut she hated, so Dawn tried giving herself a better one, but ended up looking like a Chimchar. Ash, Brock, Pikachu and Piplup were on edge of laughing, much to Dawn's annoyance. He also remembers back at the Nursery, she was acting as a Slowpoke in a play and sneezed, then pulled a rope and everything crashed. Also, she came in pajamas and mismatching shoes one day, and Ash guessed she told people "not to worry" just like always. Dawn is angered and wants to prove she is not the same with a battle, but Kenny wants to battle Ash's Pikachu. Kenny just replies he wants a real challenge, so Ash accepts. Pikachu starts with a Thunderbolt, but gets countered by Prinplup's Metal Claw. Prinplup charges with Drill Peck, so Pikachu charges as well and spins to dodge the move, then retaliates with Iron Tail. Prinplup uses Bubblebeam on the floor to bounce off. Team Rocket sees the battle and mark Prinplup's abilities. Pikachu and Prinplup collide with an Iron Tail and Metal Claw. Seviper uses Haze to dampen everyone's sight. Ash sends Staravia, who uses Gust to blow away the smoke. It is seen that James and Meowth were going to steal Prinplup. Kenny wants Prinplup back and goes to get it, so James sends Cacnea and Carnivine, who use Bullet Seed and Pin Missile, respectively. If the heroes make another step, Prinplup will get hurt. Team Rocket go some steps away and Cacnea uses Pin Missile, Dustox Psybeam and Carnivine Bullet Seed to attack the heroes. Piplup jumps and uses a new move it learned, named Whirlpool, to absorb the attacks. Piplup attacks them with Whirlpool and Team Rocket are engulfed in it. Prinplup frees itself from Team Rocket, who try to get away, but get blasted off by Bubblebeam from Prinplup and Piplup. The heroes thank Piplup and anticipate to see it in the next Contest. James and Meowth report to Jessie, who is angry, but knows she has to train Seviper and Dustox for the Contest. At the Pokémon Center, Prinplup was healed. Kenny promises to Dawn he'll get the ribbon, making Dawn angry. Next day, the contest begins - Buneary and Pikachu cheer for Dawn, while Meowth and James pray that Jessie wins, otherwise they will be roasted. Dawn shows its dress to Kenny, who is a bit nervous, while Jessie is dazzled by her make-up. First is Dawn, who sends Pachirisu. Pachirisu gets out of control and rolls to the judges, then runs in circles. Dawn thinks of something and has an idea.

The story begins with Ash and his friends walking through a forest. Ash proudly reads a letter he received from someone named Dr. Yung inviting him to witness the unveiling of a new battle system. May, Max and Brock seem rather exasperated as Ash brags on. Soon the group reaches Dr. Yung's laboratory castle. As they enter, they observe many black domes on the ground, which Brock assumes to be an outdoor lighting system, then they bump into two old friends - Misty and Professor Oak, who had also been invited by Dr. Yung. Oak tells the group that he believes Yung's years of research have come to an end, a fact confirmed by the doctor himself as he steps into the courtyard. After a round of introductions, Ash asks Yung to show him the battle system. Yung surprises them by saying they are inside of it, then he takes out a remote control and taps some keys on it. The black domes open up to reveal crystal generators, and in turn the generators form a force field on the ground. Oak recognizes this as a Mirage Field, then Dr. Yung summons a Kabutops, an Omastar, and an Armaldo from the generators. Professor Oak calls these three "Mirage Pokémon" and tells Yung that the Mirage System must be completed, a fact Yung confirms. Yung tells of how his Mirage System can create any Pokémon complete with voice, intelligence and attacks all from their data. He continues on to say that the system can create any Pokémon despite its rarity or even its being extinct. When he is done boasting, Yung erases the fossil Pokémon, reforms them into a Mirage Aggron, then challenges Ash and Misty to a battle. Ash is ready to face Yung, but Misty stops him and says ladies first, so she is the first to battle. Meanwhile, Team Rocket has been eavesdropping from the other side of the gate and hatch a plan to steal the Mirage System. Elsewhere in Yung's castle, he and Misty are about to battle. Misty sends out Staryu and orders it to attack Aggron with BubbleBeam. The attack hits, but Aggron isn't fazed at all. Yung commands a Sandstorm, which Staryu tries to dodge—but the blast curves upward and hits it hard anyway. Ash and Brock comment on how tough Mirage Pokémon are, but none other than Pikachu notices a Mew watching the battle from atop one of the castle's walls. Misty tries having Staryu use Water Gun, but Aggron dodges, uses Thunder Wave to paralyze Staryu, then finishes it off with Bullet Seed. Misty recalls Staryu in shock and Max comments that Aggron shouldn't be able to use Thunder Wave or Bullet Seed. Dr. Yung explains that because it is a Mirage Pokémon, Aggron can use any attack simply by changing the data written into it. Ash now faces Aggron. As Pikachu and Aggron charge towards each other, however, Aggron begins to "glitch". Oak asks Yung what's the matter, but Yung doesn't know. He frantically presses buttons on the controller, but it explodes and knocks him down. Aggron is deleted back into the generators as Oak rushes to Yung and helps him up. Suddenly, however, the Mirage System suddenly activates and the fossil Pokémon return, along with a pair of Aerodactyl. Yung doesn't understand what is happening or how the system could work without the controller, but a sinister laugh floats over the area. Up on the castle balcony, behind the Mirage Pokémon, stands a masked man wearing a black cowboy hat and a black cape. He calls himself "Mirage Master", then orders the Mirage Pokémon to attack. One of the Aerodactyl dodges Pikachu's Thunderbolt, captures Dr. Yung and flies off to the balcony with him. The others nearly escape, but before they can, Mirage Master pulls out a second Mirage System controller and uses it to make Armaldo fire a Shadow Ball. The attack makes Max fall and Oak rushes back to help him. Ash, Brock, Max, May and Misty escape through the gate and the fossil Pokémon vanish (they cannot move outside the Mirage System's field), but the second Aerodactyl captures Oak. Ash is about to go back in, but Mirage Master regenerates the fossil Pokémon to block the entrance. Up in the tower, Oak is held captive surrounded by a Mirage Houndoom, a Mirage Absol, a Mirage Machoke, a Mirage Machamp, a Mirage Mightyena and a Mirage Ursaring. Mirage Master appears and welcomes him to Dr. Yung's lab, but Oak just shouts at him to tell what he did to the doctor. Mirage Master laughs and brushes off the demand, then commands Oak to give up the password for his research lab's database...a command that Oak flatly refuses. Without notice, Mew flies in and hides behind Ursaring as Mirage Master threatens Oak. Oak still refuses and pulls a Poké Ball out of his pocket. Mightyena snarls and stops him, however. Mirage Master boasts that no Pokémon can stop his Mirage Pokémon. Outside the castle, Ash and his friends are hatching a plan to get in and save Oak and Yung. The first part entails going to fetch Officer Jenny to report the kidnappings, so of course, Brock volunteers to go and rushes off. Ash and Misty then decide they'll be the ones to go in while May and Max wait outside for Jenny. They agree, but promise to come running if something goes wrong. Meanwhile, Mirage Master describes his plan to Oak. He believes Pokémon are "weak" and "incomplete" and plans to use the Mirage System to create a Pokémon with absolutely no weaknesses. Oak screams at him, saying that something like that would throw off the balance of nature. However, Mirage Master just brushes him off again and presses a button on his giant computer keyboard, activating a glowing booth next to him. Using Corphish and Staryu, Ash and Misty swim into an open hole in the side of the castle's basement. They discover that the Mirage System generators are inside, as well, and decide to move ahead cautiously. Elsewhere in the basement is Team Rocket, looking for the Mirage System design plans. They find a door and are about to go through it when it opens and slams them in the faces. They then find themselves face-to-face with Ash and Misty. Mirage Master can see this through a security camera and sends the Mirage Pokémon in the lab after them. When Ursaring fades, he sees Mew, becomes enraged, then attacks it with a Mirage Magnemite. He tells Oak that Mew is a "flawed specimen" and commands Mew to get out of his sight. Mew sadly leaves. As soon as Team Rocket finishes their motto, the Mirage Pokémon appear. They put their hands up in fright, but when Houndoom snarls at them, they scream at it. Houndoom then blasts them off with a Flamethrower. Having no choice but to fight, Ash sends out Pikachu. He and Misty then see Mew appear, but this distraction allows Mightyena, Absol and Houndoom the chance to attack. Ash orders a Thunderbolt, but Absol dodges and Headbutts Pikachu into the wall. Misty tries to send out Staryu, but Machoke grabs her. The same thing happens to Ash, Machamp grabbing him when he tries to call out Corphish. Finally, Pikachu is grabbed by Ursaring and all the Mirage Pokémon begin to march back to Mirage Master. Mew follows them. While the Mirage Pokémon are carrying them up a long, spiraling network of platforms, Ash tells Pikachu to Thunderbolt on Ursaring and escape to May for help. Pikachu tries, but the attack doesn't harm Ursaring at all. Ash tells it to try harder, so it does. This one knocks down Ursaring and sends a lightning bolt blasting out the side of the castle. May and Max see it and realize something's gone wrong, so May sends out Squirtle and begins to swim towards them. Meanwhile, Pikachu fires more Thunderbolts, knocking out the crystal generator nearby. Its next attack knocks Machoke and Machamp back and Machoke drops Misty into the pit. This distracts Pikachu, who is then knocked out by another Headbutt. Ash tries to run to it, but Machamp tackles him and knocks him out as well. The Mirage Pokémon then pick up Pikachu and march off again. Mew shakes Ash to wake him up and Ash returns the favor by pushing Mew out of the way of some falling rocks. Ash finds out that Mew is also a Mirage Pokémon despite its different demeanor. Mew then lands on the broken crystal generator and a red force field surrounds it. Ash manages to push through it and pull Mew out, then he calls down the pit to Misty with no answer. Mew tells Ash to follow it, so he does. Misty, meanwhile, is hanging off the side of one of the platforms. The brick she's holding slips, but before she falls, May appears with Squirtle and saves her. Up in the tower, Mirage Master hooks Pikachu up to some sort of machine. He explains to Oak that he is going to extract Pokémon data from Pikachu's memory because Oak would not give up the password. He activates the machine with the press of a button and Pikachu's memories begin to appear on the screen. Lugia, Entei, Celebi, Latios and Latias all appear on the screen as Pikachu screams in pain. Oak finally stops him and decide to give up the password, so Mirage Master lets Pikachu go. Oak types the password "REDGREEN" into the computer, then Mirage Master downloads all of Oak's research data into his own computer. He then begins cracking databases around the world, at Pokémon Centers and at the labs of Professor Elm and Professor Birch. With all this data, Mirage Master announces he can now create the ultimate Pokémon. A glowing orb of electricity appears in the booth next to the computer. At the police station, Brock yells that Jenny needs to get over to Dr. Yung's lab right away. He slips and says it's for a candlelight dinner before mentioning something terrible has happened, but then Nurse Joy appears and tells Jenny that massive amounts of data are being downloaded from Pokémon Centers worldwide. Oak and Mirage Master look on as the orb gets bigger and brighter, but then a familiar cry comes. It's Mew, with Ash following close behind. Ash takes Pikachu from Oak, the wonders what the glowing orb is. Mirage Master announces it is time for the ultimate Pokémon to be born and screams out for Mewtwo to awaken. The force from the machine blows out the windows (something Max spots from outside). May and Misty arrive at the lab just in time to see Mew before the bright light fades and a sinister shadow appears in the booth. It's a Mewtwo, but as Mirage Master explains, no ordinary Mewtwo. It is a Mirage Pokémon able to use any attack, he explains, then orders it to demonstrate. With one Shadow Ball, Mewtwo destroys all the Mirage Pokémon. Mirage Master then orders it to attack Ash and his friends, but Professor Oak sends out a Dragonite and uses Twister to deflect Mewtwo's Shadow Ball. They all then flee, with Mew following. The group meets up with Max at the front gate of the lab. He sees Mew, but can't look at it for long. The towers of the castle open up and begin firing hundreds of missiles into the air. Oak realizes what they are in horror. When the missiles hit the ground, they open up and activate portable Mirage System crystal generators—allowing the Mirage Pokémon a massive range of attack. Mirage Master appears with Mewtwo and announces he will use the system to take over the world, then he summons a Mirage Entei, a Mirage Articuno and a Mirage Zapdos. Team Rocket appears in a nearby bush and decides to try and capture the Mirage Pokémon. Mirage Master says that this is the culmination of his long years of hard work, something that makes Oak stop dead in his tracks. Oak tells Mirage Master to stop... then suddenly addresses him, to the shock of all, as Dr. Yung! Max says that the Aerodactyl carried Yung away, but Oak explains that the first Mirage Master appearance was a mirage itself and the kidnapping was a fake, so Yung could execute his plan. Mirage Master laughs and takes off his hat and mask, revealing that he is indeed Dr. Yung. Oak explains that he knew it was Yung by how he reacted to Mew and how he referenced "many years of hard work". Yung says he wants revenge for being kicked out of the Pokémon Institute and orders his Mirage Pokémon to attack. Misty sends out Gyarados and May sends out Combusken, then Entei uses Flamethrower. Ash tells Pikachu to use Iron Tail, but the Flamethrower knocks it down. Gyarados and Combusken try Hydro Pump and Fire Spin, however they are dodged and hit by Articuno and Zapdos. Oak then orders Dragonite to use Hyper Beam... on Mewtwo. It fires the beam, but Mewtwo simply puts up its head and catches the attack. Next, Mewtwo flies up and punches Dragonite square in the face, then smashes it down to the ground with its tail. Mewtwo then floats back down as Yung brags that normal Pokémon cannot defeat his Mirage Pokémon. Mewtwo puts its hand up... then its head congeals and forms the head of an Arcanine! Yung bids Oak farewell, then Mewtwo launches a massive Flamethrower from the Arcanine head straight at him. Pikachu jumps in the way and shocks the fire, but still takes the hit. Yung decides he'll kill Pikachu instead and orders a Hyper Beam. Mewtwo's head congeals again, this time into a Rayquaza head, and the beam is launched... After the explosion from the impact clears, Ash sees that Pikachu wasn't hit! Mew had gotten in the way and put up a shield to protect Pikachu. Furious, Yung orders Mewtwo to attack. Mewtwo rushes forward and slams Mew into the ground with its tail, uppercuts it into the sky, then congeals both its hands into Tropius heads and fires two massive Solar Beams. Mew takes catastrophic damage from Mewtwo's barrage and is deleted. Yung smugly tells good riddance to the flawed specimen, but this only angers Ash. Yung stays calm, however, and pulls out his strongest weapon yet—he erases Entei, Articuno and Zapdos, writes them into Mewtwo, then writes all the data in the Mirage System into Mewtwo as well. Mewtwo screams and heads of various Pokémon begin popping out of its body. It then fires off a Hydro Pump, a Flamethrower, a Thunderbolt, a Bullet Seed, a Hyper Beam and other attacks. Ash orders a Thunderbolt from Pikachu, Misty a Hydro Pump from Gyarados, May a Fire Spin and Oak a Dragon Rage. The attacks collide in an explosion... and Mewtwo's win out, knocking all of the Pokémon down. Gyarados almost crushes Team Rocket, but they only end up being blasted off. Ash tells Pikachu to keep fighting, and despite how much it's taken, it does. Yung tells him to give up, but Ash says he's fighting for Mew and orders a Quick Attack. Yung also tells Mewtwo to use Quick Attack and Mewtwo headbutts Pikachu all the way back to where it started. Mewtwo then floats over and stands over Pikachu as Yung commands the finishing blow: Mega Punch. Mewtwo winds up and swings its fist towards Pikachu, but suddenly stops as if it is being held back. A red aura surrounds it and from this aura appears Mew, who is using its powers to hold Mewtwo back. Yung, even more furious, presses the buttons on his controller in an attempt to power up Mewtwo even more, but the system overloads and jams. Oak tells Ash that their only hope for success is to attack Mewtwo while Mew is holding it back, even though doing so would destroy Mew as well. With tears in his eyes, Ash can't bring himself to order an attack... until Mewtwo begins to turn around and break Mew's hold. Ash finally decides it has to be done and orders Pikachu to use Volt Tackle. Pikachu nails Mewtwo square in the chest and it explodes, erasing Mewtwo. Mew then slowly deletes as well, as its friends look on sadly. The Mirage System crystal generators begin to explode and soon the whole castle is in flames. Oak tells Yung that it's over and orders him to go along with him and the others. Yung refuses and instead goes back into his burning castle, and rubble falls to block the entrance. That evening, Officer Jenny tells Oak that they can't find Yung anywhere. Ash and Misty comment on how kind Mew was and promise to one day meet it again.

As the heroes come in a town, a crowd of girls runs. Brock thinks they are after him, but they pass him. A man comes and gives Ash a package, telling him to hold on it, then goes away, dropping his hat. Ash unwraps the package, containing a Smoochum. The Smoochum kisses Ash and Misty. The Smoochum lifts the hat and comes to Brock, who puts the hat on. Suddenly, the crowd of girls come to them, causing the heroes to drop Smoochum, Togepi and Pikachu, who go after a Skiploom bot. Brock takes his hat off, causing the ladies to be disappointed, since he is not Brad. The heroes watch an advert of a movie, in which the character, Brad (who gave Ash Smoochum) attacks some villains. Suddenly, the heroes see their Pokémon are gone. Team Rocket lead the bot to a hole, so Togepi and Smoochum go through. Pikachu comes as well, but gets stuck. Jessie pulls him out and is delighted they caught Pikachu, while she stretches his face. Pikachu goes to electrocute her, but Jessie wears rubber gloves which do not conduct electricity, then puts him in a bag. Jessie sees the Smoochum and is delighted, since Smoochum kisses her. However, the heroes come, so Ash sends Bayleef and Totodile. Bayleef uses Razor Leaf, cutting the bag and freeing Pikachu. Totodile uses Water Gun on James, freeing Togepi and Smoochum, who are caught by Bayleef's Vine Whip. The Skiploom bot goes to attack, but gets pushed and soaked with Team Rocket by Totodile's Water Gun. Since they are wet, they are easily blasted off by Pikachu's Thunderbolt. Ash is glad to see Smoochum is fine, but Smoochum wants to kiss him. The actor, Brad, sees if there are the kids he gave Smoochum to, but are not present. The ladies spot him, though a limousine comes and he enters to get away from them. The heroes walk and notice Brad in the limousine, so decide to follow him. They come to a stadium, so Ash plans on entering and giving Smoochum back. Brad does not want to act, though a man reminds him they signed a contract. The man advises him that he should get rid of Smoochum and find himself a Charizard or a Houndoom. Brad refuses, since Smoochum believed in him, as he was inspired by her even if he washed dishes or got scolded in dancing lessons. Ash thinks they should climb the tree, as he climbed bigger ones when he was a kid. He warns Smoochum to hang on him, so Brad hears that. The man sees them and puts the curtain on, as he would track Smoochum himself, then pushes Brad out of the room. The heroes speak to the man to give Smoochum back. The man replies that they can keep Smoochum, since Brad does not want it. Brad comes to see the man, Vitzo, but gets happy once he sees Smoochum back. Smoochum gives him a kiss, but Vitzo tells them they shouldn't be seen like that. Team Rocket observe. Jessie is overjoyed to see Smoochum there, but Meowth admits it is scary to see Jessie acting nice instead of rough and mean. Brad gives Smoochum a soup. The heroes see he is gentle in private, causing Vitzo to threaten to sue them if they say anything about it. Brad asks of the heroes to watch over Smoochum until he comes back. Jessie and James took care of the guards, kept them tied up and gagged in a closet and disguised themselves. Vitzo comes and orders them to kick the kids and Smoochum out. Jessie and James come to the room and tell the twerps to get to the exit, even if against Brad's wishes. The heroes come to the stage and suddenly, they are being captured in a net. James and Meowth pull strings, causing the heroes to go up and down. Brad comes to the room, but sees Vitzo kicked them out. Brad goes to search for them. Jessie goes to put Smoochum in a cage. Meowth pulls a string, causing the stage curtain to be lifted. Jessie sees the crowd, so brings Smoochum up and says it is all her own. The crowd is displeased, but Jessie is angry, since they want to see an actor instead of her. Vitzo tries to stop Brad, but he continues to the stage. The heroes warn Brad Team Rocket are dangerous, but Brad wants to get Smoochum back. James sends Weezing and Jessie Wobbuffet. Wobbuffet is charmed by the crowd, so Jessie calls him back. Weezing goes to tackle Brad, but he evades. Jessie sends Arbok, who uses Poison Sting, but Brad gracefully dodges. Weezing goes to tackle him, but misses and tackles Jessie instead. Brad gets Smoochum and tells she is everything to him. Vitzo thinks this is over. Arbok uses Headbutt, but Brad evades, causing Arbok to hit Meowth. Meowth is knocked out, so the heroes are freed. Ash sends Bayleef, who uses Razor Leaf on Team Rocket, then Vine Whip on Arbok to toss it. Weezing uses Smokescreen, which is spreading towards the audience, so Ash sends Noctowl to gust the smokescreen away. Smoochum uses Sweet Kiss, causing Team Rocket to be charmed. Using Thunderbolt, Pikachu blasts them off. The crowd is amazed by Brad, who admits Smoochum is his Pokémon and cares after her. The crowd is silent, causing Vitzo to be depressed, but the crowd thinks Brad and Smoochum are cute for that. Vitzo changes his mind and yells he loves Smoochum. Brad lets Smoochum kiss Ash. Ash refuses and falls down the staircase. Brock thinks Ash would be a better stuntman than a movie star. Later, the heroes see a trailer for Brad's next movie, in which Smoochum helps Brad. However, the heroes see the crowd with Smoochum dolls, so they think Brad is Smoochum's co-star.

As the heroes go to the Gym, Misty asks Ash as Mr. Ketchum, asking what does he predict at his next match. Ash predicts a victory. Misty warns him he does not have Charizard to back him up, but Ash knows he can count on Cyndaquil. The heroes come, but see it is more of a garden than a Gym. Misty feels that something scary and slimy will appear and suddenly, she runs off a Caterpie, then away from Metapod, claiming it is a torture chamber. A boy appears, remarking Misty's ignorance of Bug-type Pokémon, though they are the best. Misty gets annoyed and knocks a Caterpie away, asking who is ignorant. Ash tells the boy he is here for the Gym match, so the boy introduces himself as Bugsy, the Gym Leader, though asks of them to get the ladder, since he is stuck on the tree. They get the ladder, though Bugsy thinks they surprised him, so he got stuck on the tree. Team Rocket observe the events and plan to capture Pikachu. They disguise as a flower, a tree and grass, but the bug-type Pokémon recognize them and use String Shot to bind them. Ash and Bugsy are about to have a match, but Bugsy asks him if he heard the phrase "if the trainer learned the rules of Bug Pokémon rules them". Ash says no, but Bugsy tells he just told him. Bugsy sends Spinarak and Ash his Cyndaquil. Cyndaquil is sleepy, so Ash sees it will have to be heated up. Spinarak uses String Shot, so Cyndaquil dodges that. However, it gets engulfed after Spinarak covers the field with it. Ash orders Cyndaquil to use Flamethrower, but Cyndaquil's flames are not lit and gets hit by Poison Sting. Spinarak uses Poison Sting again, but Ash calls Cyndaquil back, before getting more damaged (or poisoned). Ash sends Chikorita to battle, who hugs him. Bugsy does not know what kind of a decision is that, so Brock and Misty tell him it is a stinky one. Ash tells he has faith in her, though Brock and Misty admit they heard that before. Chikorita dodges Spinarak's String Shot and retaliates with Vine Whip. Spinarak dodges the Vine Whip, using String Shot to transport itself between the trees. Spinarak uses Poison Sting, but gets countered by Razor Leaf. Chikorita uses Sweet Smell, dropping Spinarak's guard and defeats it by tackling it. Team Rocket plan to dig underneath the Gym to get Pikachu. Bugsy sends Metapod, though Misty and Brock warn Ash to be careful with it. Chikorita uses Vine Whip and Metapod hardens itself. Chikorita uses Razor Leaf, but Metapod continues to harden itself. Metapod jumps and tackles Chikorita, defeating her. Ash sees that he'll have to use Pikachu, telling him to prepare for battle. Metapod starts with Tackle, so Pikachu dodges. However, the attack caused dust to cover the field, so Metapod hits Pikachu, then disappears. Metapod strikes, but misses. It does so once more, but Pikachu dodges via Agility, then goes on it and defeats it with Thunderbolt. Bugsy admits it is a while since he was defeated in the second round, so sends his ace, Scyther. Pikachu uses Agility, but Scyther stands still. Team Rocket hear Pikachu does not move, but know they are not far from stealing him. They dig up, but when Pikachu uses Thunderbolt, it banishes Scyther's illusion via Double Team, but also electrocutes Team Rocket through the hole. Pikachu uses Thunderbolt to get rid of the illusions, but the real Scyther uses Fury Cutter on him. Pikachu is defeated, so Ash calls him back and sends Cyndaquil. Ash tells Cyndaquil to use the flames and they lit after dodging Scyther's Fury Cutter. Scyther uses Double Team, followed by Fury Cutter, to corner and hitting Cyndaquil but misses every strike. Cyndaquil with its flame fully lit, fires a Flamethrower. Dissipating the fakes. It attacks the real Scyther, but Scyther spins using Swords Dance, negating that attack and striking Cyndaquil, but gets up. Ash sees if Flamethrower is used again, Scyther will repel it. Bugsy says that he knows well that fire is a big weakness to bug Pokémon, so, he made a plan to counter the Fire attacks, which are vulnerable for Bug Pokémon, and says that there is no way for any fire attack to overpower Swords Dance. Ash refuses to believe as He thinks there has to be some way to defeat Scyther, making Ash think up a plan. Scyther goes to use Fury Cutter, but switches to Swords Dance when Ash has Cyndaquil prepare to use Flamethrower. Cyndaquil jumps up and spins in the same direction as Scyther, then uses Flamethrower, engulfing Scyther in the flames, which Scyther could not counter, then defeats it with a tackle attack. With that, Ash wins the match, praising Cyndaquil. Bugsy admits he wouldn't suspect Scyther's tactics would be beaten, so gives Ash the Hive Badge. Bugsy hopes for a rematch when Ash comes back in Azalea Town, so Ash accepts it, then shake hands. Later, the heroes find themselves on the outskirts, knowing it was hard to get here. Misty feels they forgot something and they remember they were supposed to get the Balls from Kurt. Maizie comes and congratulates Ash on his victory, then gives Ash and Misty Lure Balls and Brock a Heavy Ball. Maizie also thanks them for giving the GS Ball, as her grandpa is still researching it. She tells they can come back on the way to Pallet Town for more info, so the heroes accept it. The gang goes to next town, saying goodbye to Maizie. Team Rocket, in the night, dug a hole up and encounter Bug Pokémon, then scream.

A storm rages out, as some Pokémon are struggling on a tree. A thunder strikes a tree and burns it. Most Pokémon fly off, but a single one gets hit by a burning tree. The heroes approach the forest, but Brock tells them they got lost. Max thinks they should turn back, but Brock still thinks they would get lost either way. However, Brock tells them it is lunch time. Brock makes the stew, so he, Ash and May bring their Pokémon to eat as well. Brock shows his Lotad evolved into a Lombre. Suddenly, Pikachu hears something - when they approach, they see trees that fell over. The heroes encounter a Swablu, whose wing is injured, since the burning tree fell on it. May approaches Swablu, but Swablu uses Sing, so everyone gets asleep. Swablu trips over Torchic, who wakes up and assures Swablu they are here to help it. Torchic pecks May, waking her up. May sprays a Potion on the wing Swablu hurt, while Torchic pecks the others, waking them up. A man hears the scream of pain Torchic woke everyone up, so he goes there with his Nuzleaf. Brock sees Swablu, all bandaged up. This surprises everyone, but May points out the others were sleeping when she befriended Swablu. The man appears, who is the Ranger of the Preserve, named Morita and offers help. Morita took the heroes to his lodge, where Brock ties the bandage only to its wing and gives it some medicine. May is surprised Swablu likes Brock's medicine, but Ash points out that is why Brock wishes to become the best breeder there is. Morita gives the heroes some hot chocolate. Morita explains a terrible storm was last night, destroying a lot of nests, and a lot of young Pokémon, including Swablu, has separated from its flock. Brock wishes they could do something more, but Morita promises to take care of it, since the heroes are traveling around. Ash admits they are going to Petalburg City, so Morita promises to give them directions. May thinks they should stay to see Swablu healed up and going back to its family. Ash, Brock and Max agree, with Morita giving them place to sleep for the night. Team Rocket spies on the twerps. Meowth thinks that if they give Swablu to the boss, he would sleep carelessly on its fluffy wings, while Swablu uses Sing. This makes Team Rocket feel happy they would earn promotions. May fell asleep, so everyone wakes her up. Brock offers to watch over Swablu, but May promises she can take care of Swablu on her own. Max claims May's mind cannot be changed, like one day with her school boyfriend, but May shushes Max before he can say more. May is been given medicine and bandages for Swablu and is told what to do. Ash, Max and Brock go to sleep, while May stays vigil over Swablu for the entire night. As days pass by, May takes care of Swablu. Jessie is troubled how much they have to wait to catch Swablu, but James and Meowth remind her Swablu's wing has to be healed before they can steal it. One day, Brock takes Swablu's bandages and everyone is happy Swablu's wing has recovered. Swablu flies for a moment, but falls down, so Ash suspects it might have forgotten how to fly. Ash sends Taillow to show Swablu how to fly. Surprisingly, Swablu shakes its head in disagreement, so Brock thinks it is afraid to fly. Morita suspects these things can happen after experiencing traumatic events, which can take even more time to fix. Ash lets May spend more time with Swablu until it can fly. Ash and Pikachu get some wings to show Swablu how to fly, while Max believes they should help out to get Swablu to go back to its flock, while Morita promises to find its flock. Ash and Pikachu have equipped themselves with plastic wings to teach Swablu how to fly, even if others doubt that's a good idea. Pikachu and Ash run and flap their wings and jump off, imitating how to fly. Swablu runs and flies, but falls down and gets muddy. May places Swablu onto her Beautifly to remember how good it was to fly. Beautifly takes off and after some persuasion, Swablu opens its eyes. Swablu is happy to see the view above. The heroes discuss how to help Swablu fly, so Max claims they have to use an alternate plan: to show that they need to use magic, much to everyone's surprise. The next day, Max tells that it is due to magic some Pokémon can fly. Beautifly sprays some dust over Taillow, so Taillow flies off. Max claims Swablu needs the same power, making May displeased about this plan, but Brock points out Swablu needs to grow confidence this way. Swablu asks May, so May thinks he should try it as well. Dust is sprayed over Swablu, who flaps its wings as hard as it can and flies off. Ash and Pikachu are up next, but are told the dust is fake, making Pikachu embarrassed. Morita has found the flock, so everyone takes the vehicle to a lake, where the flock is located. During the trip, the car is attacked by Pin Missile, causing the tire to become flat. Since the lake is not far, May asks Swablu it should go fly there. Swablu refuses, Max thinks it wants some of the magic powder. May goes to send Beautifly, but a mechanical hand grabs Swablu. It is Team Rocket who took Swablu and fly off in a balloon. Ash orders Pikachu to use Thunderbolt, but is reminded if Pikachu blasts Team Rocket off, Swablu would be hurt as well. Instead, Swablu uses Sing, so Team Rocket falls asleep. Before Cacnea goes asleep, it uses Pin Missile, so everyone wakes up except Cacnea. One of the missiles damages the fire burner, so the balloon descends down. Swablu sees the fire and remembers the fire when the thunder stroke the tree. The balloon catches the fire, terrifying Swablu. The heroes convince Swablu to fly, who manages to avoid the explosion of the balloon. Brock sends Mudkip and Lombre to extinguish the fire, by using Water Gun. Team Rocket is saved, but they still want Swablu, so Lombre and Mudkip use Water Gun to blast them off. When they arrive to the lake, the heroes see no flock, who has gone already. Instead, May offers Swablu to come with them, maybe even find their flock. Just when May prepares the Poké Ball, the flock of Altaria and Swablu arrive. Swablu goes to the flock; May hesitates, but lets Swablu go with the flock. Max does not understand why she let Swablu go, but May explains this is for Swablu's happiness. May leaves a final tear for Swablu as Swablu and the flock fly off.

The heroes have arrived in Rustboro City and are enjoying the view from the tower. Suddenly, Brock, May, Max and Pikachu turn around and are startled to see Ash bought all kinds of souvenirs, making him look very flashy. Afterwards, Ash apologizes to his friends, saying it was only a joke. Suddenly, Max spots a lone Poliwag under a bench. He approaches it and offers it help, calming down Poliwag. Max also spots a symbol on its tail. A woman appears, who has been searching for Poliwag. A group of children are pleased miss Roxanne had found the missing Poliwag. A girl says to a boy, who lost the Poliwag, nothing happened to it, but an angrier boy scolds him, since their trip has been ruined. Roxanne breaks the dispute and tries to convince the younger boy that he shouldn't be afraid of Pokémon. Roxanne asks the children they should head back to the Academy. Roxanne introduces the group from the Pokémon Academy, known also as the Pokémon Trainer School, an institution where younger children learn about Pokémon. Max is fascinated and asks his sister to visit the Academy, but Ash reminds that he has a Gym battle to complete. Roxanne hears this and states the Gym is next to the Academy, so Max convinces Ash that they should visit the Academy first. While the heroes walk through the Academy, a man gives them a tour of the Academy, despite Ash willing to battle the Gym Leader. The man shows the class, where the students learn to be Pokémon Doctors. The man shows them the a class, where students prepare for Pokémon Contests, making May eager to sign in. The last is the class, where students learn to fight with their Pokémon, impressing Ash. Max is displeased, but the man decides to show them the beginner's class. Meanwhile, in the tower, Team Rocket think it would be good to open a souvenir shop to get rich. The man shows the beginner's class - Professor Oak is seen on a screen, teaching the students. Professor Oak greets the heroes and recognizes Max, who is nearly speechless. Oak wonders if Ash won the Gym battle, but Roxanne says that they haven't had time to battle. Ash realizes Roxanne is the Gym Leader of Rustboro City, who has graduated from the Academy quickly, due to her excellent training style. Roxanne asks Ash to postpone the battle, since she has to teach her students, so Ash accepts her offer. Prof. Oak says goodbye to everyone, but Max stops him, stating he read all of his books, watched his TV shows and listened to radio shows as well, being one of his biggest fans. This makes Prof. Oak quite honored, who logs out. A child tests Max as to which attacks are effective against some Type of Pokémon, to which Max answers correctly. Roxanne calms the child, named as Tommy, down, reminding him students should become friends and learn together. The man proposes Max he should join the Academy for a day. Max is happy and proposes to May she should study for the Gym Battle, although she wants to avoid the fight. The heroes visits the Pokémon vault, full of Poké Balls. Max asks Roxanne whether the Pokémon obey only one trainer at a time. Roxanne confirms that, but the Pokémon from the vault are all domesticated and trained to obey everyone. Team Rocket spies on the twerps and they plan to steal all of them. Pikachu trains to use the Iron Tail, but the move is not mastered yet. The next morning, Max reads a book inside the class. A girl sits close to Max, whose name is Anita. Max thinks Anita is fortunate to live in Rustboro City to learn more, but Anita states she and Kenny were forced by their parents to attend the Academy. Anita explains Kenny is quite afraid of Pokémon, even if adults claim bonding with Pokémon should come at an early age. Tommy appears, who is angry to see Max. Anita thinks it was funny to watch Max answer Tommy's stupid questions. Roxanne appears as well, starting the class. Ash and Brock observe the class, while May attends to the Pokémon Contest training. Ash and Brock bring their Pokémon out, per Roxanne's request. Lotad sleeps, so Brock wakes it up, though Lotad is oblivious of its surroundings. Roxanne states Ash was a finalist of the Johto League and Brock was a Gym leader of Pewter City. Brock orders his Lotad to use Water Gun, but, in a delayed reaction, Lotad attacks Brock. Seeing Kenny all by himself, Ash introduces Pikachu to him, to convince Pokémon are actually friends. However, Tommy intentionally loses balance and stomps on Poliwag's tail, causing it to use Water Gun. To protect Kenny, Max pushes him away. Tommy apologizes, claiming he accidentally stomped on Poliwag's tail, but Alice accuses him of being a liar. Tommy plays dumb, then taunts Max. May is about to take a quiz, but she quits the class. She joins Ash and Brock at the training center, where Max and Tommy pick the Poké Balls to fight. Tommy brings out a Magby, while Max brings a Poliwag out. Max is thinking of a strategy, but Magby uses Flamethrower, but Poliwag uses Defense Curl to protect itself. Magby uses once more the Flamethrower, while Poliwag uses Belly Drum. Magby uses Flamethrower again and again, while Max uses defensive moves. Before Magby can defeat Poliwag with Flamethrower, an alarm rings. The man runs to them, reporting all Poké Balls from the vault have been stolen. Team Rocket appears in a machine, looking like a Wurmple. Pikachu uses Thunderbolt, but the attack is deflected, as Team Rocket taunts them. Brock sends his Forretress, but Jessie sends her Seviper, who uses Poison Tail. May sends her Wurmple, who uses String Shot, but it is countered, due to James' Cacnea's Pin Missile. Jessie brings her Wurmple, surprising the heroes Team Rocket caught one as well. Jessie is insulted to hear her Wurmple is like May's, since Jessie considers her Wurmple cuter and calls it in her Poké Ball. Max orders his Poliwag to fight, but Kenny advises him to use Water Gun, since Max could've lost the match against Tommy by being defensive. Max takes the advice, so Poliwag uses Water Gun, defeating Seviper. Tommy is angry, so he orders Magby to use Flamethrower, defeating Cacnea. Ash decides to attack, but Roxanne stops them, letting the boys plan out to defeat Team Rocket. Poliwag uses Water Gun, but Team Rocket protects themselves. Cacnea uses Pin Missile, but Poliwag uses Protect, negating the attack. Team Rocket notices that the machine is hot, revealing Magby overheating the machine. Anita orders the Pidgey to use Wing Attack, freeing the stolen Poké Balls. Roxanne brings her Geodude, who rolls out and destroys the machine, blasting Team Rocket away. Kenny befriends Magby and Poliwag, while Max and Tommy discuss the events. Ash, May and Roxanne are pleased, since this allows the group to become good friends. Brock compliments the Geodude, warning Ash of the battle Roxanne and him will have. Ash replies he likes a tough challenge, while Roxanne sees Ash is ready for the Gym Battle.

Ash and Brock think that Dawn should enter the Tag battle contest, even Zoey having suggested she enter before leaving Hearthome City. Dawn is a bit skeptical, but with Piplup's persuasion, Dawn agrees to enter. Enta, the announcer, tells the Hearthome City Tag Battle Contest has been for bonding the hearts of Pokémon and people. It will take three days to complete. Each participant has a card with a number. On the screen will be two numbers - one for the participant and one for his/her tag partner. Dawn found her partner, number 9, named Conway. Conway tells Dawn Slowking has a liking for her. Brock is happy to know he has a girl for a partner, named Holly, who has a Wingull. Brock flirts with her and Croagunk prepares to stab him, but Holly declines him as a love interest. Ash is still looking for his partner, but the partner finds him - to both their dismay, it's Paul. Paul was feeling super angry at finding out who his partner ended up as and was also aggressive, even if Ash warns him to be polite. Pikachu goes to shake hands with Paul's Elekid, but gets shocked and pushed away. Pikachu is ready to attack Elekid and Ash tries to stop him, but gets electrocuted. Enta reveals the prize for winning the Tag battle is a pair of bells, the Soothe Bell. James thinks with the bell in his hand, he will attract each Pokémon. Enta tells the participants they have time to practice with each other before entering the Tag battles. Conway tells Dawn he studied their enemies' strategies and is sure to win. Holly goes with Brock to practice, while Ash is still mad about Paul. First are Dawn and Conway vs. two Trainers. Dawn sends Piplup and Conway his Slowking. The Trainers send Scyther and Koffing. Conway advises to Dawn to attack, while letting Conway to be defensive. Scyther uses Razor Wind and Koffing Sludge Wave. Piplup uses Bubble Beam to stop Razor Wind, while Slowking uses Safeguard to protect from Sludge Bomb. Koffing uses Thunderbolt, but gets negated via Slowking's Protect. Scyther uses X-Scissor, but gets stopped and defeated by Piplup's Peck. Koffing uses Gyro Ball, but gets stopped by Slowking's Psychic and defeated by it. Dawn and Conway are the winners of the battle. Dawn is impressed and wants to know Conway's strategy, as it would improve her skills as a Coordinator. Ash proposes Paul to do the similar, but almost gets burned by Flamethrower. Ash is excited for Chimchar to know the move, but Paul is not impressed, as it was weak. Ash goes to help it, but Paul stops him, as he does not want him to mess everything up. Dawn reminds them it is about the link between Pokémon and people. Citing Cynthia's words, Paul goes away with Chimchar. Ash asks him why he entered the competition in the first place and Paul responds to meet the Fire-type Pokémon. Brock recalls the first time Paul and Ash clashed Pikachu used Thunderbolt on Elekid, though this was to power Elekid up - now he plans to power Chimchar up. Brock's Sudowoodo and Holly's Wingull face Yanma and Bagon. Wingull goes to use Blizzard, but gets stopped by Yanma's Steel Wing. Bagon uses Zen Headbutt, so Holly orders Wingull to control itself, but Brock knows there is no time, so Sudowoodo's Double Edge pushes Bagon away. The Trainers begin to argue and Brock and Holly go to take advantage of it. Wingull uses Blizzard to hit them. Bagon goes to counter-attack with DragonBreath, though Sudowoodo uses Flail to attack it. Wingull uses Aerial Ace, hitting Yanma. With this, both Pokémon are defeated, ensuring Holly and Brock a victory. Brock goes to flirt with her, but stops, remembering her words. Still, Holly is impressed and thinks they could be the best Tag team the world would know. Next are Ash and Paul vs. two Trainers. Ash sends Pikachu and Paul his Chimchar, while the Trainers Magmar and Rhydon. Ash warns Paul it will be tough, though Paul thinks Pikachu won't have much effect. Pikachu starts with Thunderbolt on Magmar, but it is redirected to Rhydon, who is not affected. Rhydon attacks Pikachu using Megahorn, damaging him. Paul tells Ash to stay out, but Ash reminds him they are both in this. Magmar uses Lava Plume, hitting everyone. Though Pikachu evades, Chimchar goes straight in. The attack strengthens up Chimchar, who retaliates with Flamethrower, hitting Rhydon. Rhydon attacks using Hammer Arm and goes after Chimchar, but gets attacked by Pikachu's Iron Tail. Magmar uses Protect, while Rhydon uses Surf, but Paul orders Chimchar to use Flame Wheel. Ash tells Chimchar to stop, but remembers Zoey's combination, so orders Pikachu to use Iron Tail. With a spin, Pikachu's Iron Tail foils Rhydon's Surf and defeats it. Pikachu charges with Volt Tackle, while Chimchar digs. Magmar stops Pikachu with Fire Punch, but gets hit and defeated by Chimchar's digging. Paul and Ash win the battle. James and Meowth are impressed by Chimchar, but Jessie reminds them to focus on the bell. Though they won, Brock, Dawn, Conway and Holly think the separate efforts won, but will not get them the bells. Ash and Paul both start arguing with each other as Paul angrily orders Ash to stay out of his way, but Ash reminds him Tag battles require teamwork, a thing Paul has not shown yet.

The gang has come to woods. Still, they got lost, the night is here, and Pikachu senses something and goes away. Ash gets Pikachu, but sees an abandoned town. May is scared of the idea of ghost town, but Max tells her it is called a ghost town when nobody lives in the town. As they walk, they begin to be more and more frightened, but they spot a tunnel. They want to spend the night inside for a shelter before it rains, but they see two purple eyes. When the eyes come to them, the body appears as Haunter, but much scarier, and it scares them alive, so they run away. As they run away, so does the ghost disappear. Team Rocket is bored, but they do hear the gang screaming, so they bet something is inside the tunnel. When they arrive, they see nothing, but scream and run in terror when the same ghost comes. The gang is inside a house. They hear something, so Ash goes to check. He sees nothing, except it started to rain. Brock tells they have not much choice but to be here, so Ash agrees, as they will be okay as long as they are together. Still in the mine, Team Rocket wakes up, so they see the rain falling. Meowth and James think it was really a ghost, but Jessie denies this, as she tells them hunger made them see illusions. James and Meowth agree, so they dance to feel better. They hear a sound from the tunnels, with the same ghost appearing. They are all terrified, with Wobbuffet being frightened and it runs away. Jessie sends Seviper and James Cacnea to deal with the ghost. Still, they are afraid, but Cacnea uses Pin Missile. The missiles go through the ghost, so Seviper uses Poison Tail, but with no effect. Jessie throws Meowth to deal with it, but Meowth is thrown through the ghost and onto the electric cord. The lights are turned on, so the ghost feels the pain and is banished. Team Rocket spots the Duskull, Gastly, Haunter and Shuppet nearby. Team Rocket is angry, but the Ghost Pokémon tell their story. The gang went to sleep, except May. May suddenly hears a sound of an instrument, so wakes everyone up. The others hear the instrument as well. They go inside a room, seeing some Alakazam, Kadabra, Hypno, Drowzee, Kirlia and a Ralts having fun. They also see an Abra sleeping from all the fun it must have had. May bumps into Ash and Max, so everyone runs away. They do see Abra still sleeping, using Safeguard to absorb the noise. Max sees a picture and shows it - it are the Psychic Pokémon with some miners. Brock believes that the Psychic Pokémon were used to help the miners. This makes Ash wonder what happened. They suddenly see Abra showing its dream - the miners left the Psychic Pokémon, as they couldn't get them with. Abra runs towards them, but is too late and cries in sadness. So, the gang plans to get them a party to cheer 'em up. The gang has set up the table, play the music and the Psychic Pokémon come inside. Meanwhile, Team Rocket hears that the Ghost Pokémon were having the tunnels as the home until the miners came. After the miners went out of town, the Psychic Pokémon were having parties, so the Ghost Pokémon made the illusion to scare them away to have some peace. Team Rocket plans to have the gold, so decide to help the Ghost Pokémon. Wobbuffet flees and comes to the house where the party is, and seeing Kirlia dancing, falls in love. Wobbuffet comes inside, gives a flower to Kirlia and is super-psyched about the response. The gang suddenly feels the earth shaking, so they come inside, seeing the ghost from before, but much bigger. It takes all the Psychic Pokémon (except Wobbuffet) and Pikachu. Wobbuffet comes inside and the ghost disappears, revealing the Ghost Pokémon and Team Rocket's machine. Team Rocket says the machine is Psychic and Electric-proof. May wants to know why the Ghost Pokémon have allied with Team Rocket, so they tell the Psychic Pokémon have only caused trouble and noise. Wobbuffet tries to destroy the bars, but not much effect has been caused. So, Wobbuffet charges and destroys the bars. The Psychic Pokémon run away, so the Ghost Pokémon create a Shadow Ball. Kirlia goes and uses Reflect, redirecting the attack to Team Rocket and blasting them off. The only thing left is the conflict - the Ghost Pokémon and Psychic Pokémon go to attack, so Pikachu uses Thunderbolt to stop them. They still look angry, so when seeing the Abra still sleeping, Brock has an idea. The next day, the Psychic Pokémon are having fun, but they are surrounded by Safeguard, so the Ghost Pokémon don't hear a thing, so they are happy as well.

As the heroes travel through a forest, Brock warns Misty and Ash it is not a safe place, since scary Pokémon live here. A Spinarak comes down and Misty shouts, so Spinarak goes away. Brock tells Misty Spinarak is not scary, but Misty tells for her it is. The heroes wonder that it might be a giant Gengar, a hungry Snorlax or many Ariados the guidebook mentioned about scary Pokémon. Brock and Ash conclude they need to go. Misty decides to stay, but seeing them go, she runs after them. At sunset, Team Rocket are exhausted from the work they had. Wobbuffet comes out, but Jessie and James don't have the strength to deal with it. Even if they know they hit the bottom, Jessie refuses to work longer, while James and Meowth support her. She sees a cornfield and has an idea. Ash and Brock think of setting up a camp. Misty refuses, since scary Pokémon wander around. Instead, they come into a lodge and since nobody is around, they enter, only to be watched by a figure. They go to sleep, while the figure walks. Misty wakes up Ash, who was dreaming of his next badge, while Brock dreams about Nurse Joy. Misty tells Ash she heard a noise outside. Brock yells and wakes up. He tells he had a dream that turned into a nightmare, but Misty warns him he will live a nightmare. They come out, but see nothing of importance. They come back and Misty screams. Ash removes the blanket, only to see a Teddiursa. Teddiursa wakes up and Misty goes to catch it. Teddiursa cries, so Misty puts her Poké Ball back. Teddiursa uses Charm, making Misty amused, but Brock thinks Charm does not work on humans. Teddiursa likes Misty's affection, but has a malicious smile. Next morning, Misty gets angered that her Psyduck ate two apples and calls it back. Still, she is delighted to see her Teddiursa. Jessie and James are at a corn stand, selling corn they found. Meowth comes with more corns, as they plan on making a weapon from their profits. The heroes come and Teddiursa wants corn, using Charm to amuse Misty. Ash orders some corn from Jessie and James (though he does not recognize them). Jessie sees Teddiursa, who uses Charm on her, causing her to give a corn for free. Meowth kicks her, since she gave it away. Jessie and James still plan on taking Pikachu and Teddiursa by buying a new weapon from the money they get. Teddiursa turns around and sees the cart with corns. The heroes come to a spot and Ash sends his Pokémon. Ash and Misty go to prepare the lunch. Brock goes to help Misty, so Teddiursa eats the ham that was intended for lunch. Totodile spots it and confronts it, but Teddiursa pushes him, eats the ham and cries just before planting the empty wrapper on Totodile. Misty comes and Teddiursa rushes to her, with the wrapper planted on the water Pokémon, she believes Totodile ate the ham. Ash and Brock come by. Misty accuses Totodile, who tries to prove Teddiursa ate the ham. Teddiursa cries, but has the malicious smile. Misty does not believe Totodile, thinking Teddiursa is upset because he ate the ham. Ash and Brock admit it is suspicious, but Ash is doubtful since Totodile has never stolen food before. Later, Teddiursa eats the bananas, though Misty tries to find them. Teddiursa gives them to Togepi trying to frame Togepi, who puts them in Teddiursa's mouth, so Teddiursa swallows them. Misty thinks Ash has taken them, while Brock goes to help him. Teddiursa takes the sausages Brock bought and runs off, with Chikorita following it. The heroes come and see the sausages are gone as well. Brock pulls the end of sausages, so Teddiursa hears that and wraps Chikorita with it. Teddiursa cries, so Misty believes it tried to stop a theft once more. Ash asks Chikorita if it is true, so Chikorita runs off. Ash tracks her and clarifies he believes her, so Chikorita hugs him, crying. Ash admits he wouldn't steal or lie as well. Suddenly, the heroes hear Bulbasaur. They observe Teddiursa going through Brock's backpack. Soon, they are surprised Teddiursa took bread and eats it. Teddiursa hears them and puts it in Bulbasaur's mouth. Misty doubts Teddiursa has done that. Teddiursa uses Charm, so Misty says "Cutie!". However, Ash and Brock do not fall for that act, so Teddiursa takes Brock's backpack and runs away. The heroes track it, while Teddiursa ate away Team Rocket's corn. Meowth translates it wants to be Jessie's Pokémon, since it couldn't "take those losers". It uses Charm, amusing Jessie. Meowth also translates that there is an apple orchard nearby, so they plan on going in apple business as well. Teddiursa takes some of the corn, so James and Meowth see it is much more crooked, but Jessie forgives it, since it used Charm, but James tells her to snap out of it. A farmer comes armed with a shovel and chases Team Rocket down for taking his corn away. The heroes search, but do not find Teddiursa. Misty detects a Pokémon Center, so go inside to gain more info about it. Joy is dismayed to hear another report where a backpack has been stolen. She asks if the Teddiursa was fuzzy, cuddly and warm. Misty confirms this, only for Joy to confirm this is exactly how Teddiursa fools unsuspecting travelers and steal their stuff. Misty feels ashamed when she sees she has been fooled and she apologizes to Totodile and Chikorita for accusing them. Nurse Joy remarks that something has to be done about Teddiursa, and the others agree to help find it. Meanwhile, Teddiursa has found a spot by a lake and enjoys the stolen food. However, Teddiursa's meal is interrupted as Team Rocket arrive and capture the thief in a net but easily breaks free. In anger, Jessie sends Arbok and James sends Victreebel (who bites on him). Arbok uses Poison Sting, but Teddiursa deflects it and hits Arbok with Slash. Victreebel uses Razor Leaf, but gets hit just like Arbok. Using Swift, the small Teddiursa blasts Team Rocket off and resumes eating. The heroes and Joy search and see Team Rocket blasting off. They encounter Teddiursa, who eats Brock's food. It uses Charm on Misty, causing her to say "Cutie", but she quickly comes to her senses. Chikorita goes to Tackle it, but Teddiursa dodges and counters with Swift, then Slashes her. Chikorita uses Vine Whip, but ends up attacking an illusion made by Double Team and got hit by another Slash. Chikorita uses Razor Leaf and succeeds hitting the real Teddiursa. Chikorita wins the battle by Tackling it and sends Teddiursa crashing down. Everyone cheers for Chikorita, while Brock takes his backpack back. Suddenly, Teddiursa evolves into Ursaring. Ursaring stands up and roars, though the heroes run away from it. The heroes are pleased, since now Ursaring will have to find food instead of charming everyone to steal it. The heroes continue their journey, bidding Joy farewell. In the night, Team Rocket are sad, since they had to give the farmer their money and make popcorn. The recently evolved Ursaring appears, scaring Team Rocket. However, Meowth thinks it wants to be their friend (since it used Charm). Team Rocket are happy and dance, since it wants to be their friend, though Ursaring has an even more malicious smile.

A mysterious meteorite is hurtling towards the earth. During its entry into the atmosphere, it nearly wounds Legendary Pokémon Rayquaza, a sky guardian living in the ozone layer. The meteorite crashes into a polar zone, revealing two egg-shaped objects. The purple egg regenerates into a Deoxys and picks up the green egg. Rayquaza descends from the ozone layer to fight the invader (believing it to be an enemy). A battle ensues, destroying a nearby research site and traumatizing a young boy Tory (Tou'i), scared by a stampede of Spheal, Sealeo and Walrein. Deoxys engages Rayquaza and the two take turns delivering devastating blows to each other, but the fight draws to a conclusion when Rayquaza surprises the alien Pokémon and fires a point blank Hyper Beam at it. Deoxys' body is destroyed, leaving only the purple crystal in its chest that falls into the sea, while some researchers take a similar green crystal that it found with them to Hoenn. Beneath the sea, the injured Deoxys regenerates and waits. Four years later, Ash, May, Brock and Max travel to LaRousse City, where block robots patrol the area. There they meet Tory, who has since become afraid of Pokémon and a loner. Deoxys, which has fully healed, leaves to find the green crystal which Tory's father and Yuko are testing in a lab. In the Battle Tower, Ash mistakes Tory for a Pokémon Trainer and they battle against Rafe and Sid, with Tory using Ash's Torkoal. However, Tory does not know how to handle Ash's Torkoal and they lose. Tory runs away, stopping to save a Minun which was trapped in a trash can. Later, Ash meets Tory's father and Yuko and they have fun until they see a mysterious purple aurora, signaling the return of Deoxys. When Deoxys begins to remove the city's inhabitants to search for the green crystal using copies of itself, it is up to Ash, Pikachu and Tory to help it find the crystal. This is complicated by the return of Rayquaza and the security robots malfunctioning, which forces Deoxys to create a force field that disables the city's power. Later, Rayquaza manages to break through the force field. Deoxys and Rayquaza then continue to battle, causing havoc in the city. The green crystal is regenerated when Pikachu and Minun and Plusle charge the power generator in the lab. As the fight continues, Deoxys tackles Rayquaza into the floor. It prepares to finish off Rayquaza, but the green Deoxys arrives, fully regenerated, with perfect timing and quickly transforms into its Defense Form, saving Rayquaza from the attack. The city is filled with blocks of robots when the chief robot becomes hostile, which overwhelm Rayquaza. The twin Deoxys form shields that protect Rayquaza. Seeing that the two Pokémon are willing to protect it in face of this new threat, Rayquaza begins firing Hyper Beams upon the thousands of robots. Ash and Tory work together and ultimately manage to shut off the malfunctioning robots by disabling the chief robot, freeing the twin Deoxys and Rayquaza. Tory falls off the towers of robots trying to save Plusle and Minun, but is saved by the green Deoxys. Rayquaza, recognizing that the Deoxys aren't enemies, flies away peacefully, and the Deoxys form green and purple auroras in the sky as a goodbye to their friends, leaving to an unknown destination. Ash states that wherever they are going, at least they would always have each other. Tory, who has gotten over his fear of Pokémon, agrees and later bids Ash and the others farewell at the train station with his new friends, Plusle and Minun, on his shoulders. Ash and his friends continue on their journey through the Hoenn region.

Dawn sends out Togekiss and Piplup, while Zoey calls for her Glameow and Gallade. Dawn warns her Pokémon they must not let their guard down. Dawn remembers at Jubilife City Zoey told they would be at the final stage, which now they are. Zoey knows that Dawn will be a tough opponent and bets they will have to show their best of the best to win this. Ash and Brock see Zoey and Dawn fight against Pokémon they never saw before, which Johanna thinks that makes it even. Ash and Brock are surprised to see her here, so they lend her a seat. Johanna knows both of them do not know their opponent's combinations, which makes neither of them having an advantage. Piplup jumps on Togekiss, who uses Aura Sphere, powered by Piplup's BubbleBeam. Glameow uses Shadow Claw and Gallade Psycho Cut. Glameow's Shadow Claw negates the Aura Sphere, while Gallade's Psycho Cut cancels BubbleBeam. Dawn knows she will have to switch to offense, so Togekiss swoops down to get Zoey's Pokémon's guard down. Piplup goes to use Hydro Pump, but gets canceled by Fake Out. Jessie and James tell Meowth to learn the move to cancel Pikachu's Thunderbolt, but Meowth responds it is hard to do that. Gallade uses Vacuum Wave, but Togekiss dodges and uses Air Slash, but misses. Gallade uses Signal Beam and Glameow Iron Tail; this causes Gallade to power Glameow up. Piplup uses Whirlpool and launches, while Glameow launches Gallade's Signal Beam. Togekiss uses Aura Sphere to power Whirlpool and they collide, causing many sparkles to be emitted. Gallade uses Swords Dance, so Togekiss uses Safeguard. Glameow charges with Shadow Claw and Togekiss attacks with Sky Attack. Gallade uses Psych Up and Piplup intercepts by pecking. However, Glameow jumps on Togekiss. Brock, Ash and Johanna now know Zoey did this to get Dawn distracted, which requires a lot of skill to work. Glameow electrocutes Togekiss, but Togekiss' Safeguard protects her from damage. Piplup goes to Togekiss and Gallade uses Vacuum Wave, but Piplup evades, jumps on him and uses Hydro Pump to get Glameow off Togekiss, then lands on Togekiss herself. Gallade uses Psycho Cut, but misses. He attempts once more, so Togekiss and Piplup separate. Piplup uses Whirlpool and Togekiss swoops down. Zoey now sees Togekiss is distracting her, so Glameow uses Iron Tail to stop Whirlpool. With Gallade's Vacuum Wave, the Whirlpool disappears. Piplup goes to peck and Togekiss uses Sky Attack, which displays a lot of power. Gallade uses Psycho Cut and Glameow Thunderbolt, which powers Gallade up. He releases the rings and they collide with Togekiss and Piplup. Time is up and while it may seem they are even, Zoey had a bit more points and wins. Zoey thanks her Gallade and Glameow. Dawn congratulates Zoey on her victory. She is not sad, and congratulates to Zoey. While Ash, Brock and Johanna are a bit sad, Jessie is angry, as Dawn did not keep her promise. Furious about this, she throws away her Contest dress and plans on getting Pikachu. Fantina gives Zoey the Cup and expresses the amazingness of the battle. As Dawn gets out, she encounters Brock, Ash and Johanna. Dawn hugs her mom, but apologizes, as she did not win. Johanna is nevertheless proud of her skills. Ash lets Dawn know he got pumped up with all the battling they did. Dawn gives back the ribbon her mom gave to her at the start. She expresses that the ribbon has meant much and now gives it back, as she has the ribbons she earned and friends she met. Dawn's mom is happy to hear that and wants to discuss about her performance today; what she could have and not done. Nurse Joy arrives and tells Ash that Volkner has repaired the Gym and is available for battles. Ash is excited and wants to get the battle with Volkner as glamorous as her battle today. Later, Zoey thanks on Dawn for having this wonderful battle. Zoey plans to return to Snowpoint City to celebrate. Nando comes and lets them know the battle was astounding, but will train for the Sinnoh League. He will use this knowledge to win his last badge and enter the League itself. He goes away to do this. Zoey invites Dawn to celebrate at Snowpoint City. Dawn refuses, as she needs to support Ash. Zoey understands and goes away. Dawn sends her Pokémon and encourages them, as she has not given her plans to become a Top Coordinator.

Ash, Max and Brock come out of the Pokémon Center, ready to go to Fortree City. Max sees on his PokéNav that a path through the forest is the fastest way to get there. But Pikachu warns them they forgot someone ... May! So Ash tries to push her out of the Pokémon Center to get as soon as possible to Fortree City but May sees a mirror and Ash falls over. Ash is mad, saying he never looks upon himself in the mirror. May is shocked and thinks Ash should change, to which he gets even more angry. Ash angrily claims he may think about it, but he must be on their way. Even during their walk, Ash and May continue arguing with each other, making Pikachu, Brock, and Max wish their fighting would come to an end already. Two people appear, introducing themselves as Oscar and Andi. They mistake Ash and May to be in love, claiming everyone that is fighting with each other is in love. Thus, Oscar and Andi challenge them to a Tag Battle. Ash and May accept the battle as a practice to the Gym battle and Contest. Andi and Oscar explain the rules and Brock goes with the flirting scheme with Andy, promising he'll be the judge of the battle. Brock continues on, but gets pulled by Max. Andy sends Nidoqueen and Oscar Nidoking. Ash sends Corphish and May tries to think whom to send. Ash loses patients, but May takes her time and decides to send Skitty to battle. Corphish uses Bubble Beam and Skitty Assist, which is Ember. However, Skitty's and Corphish's attacks come to a spot, negating both attacks. Corphish is angry at Skitty, who uses Ember on Corphish as well. May and Ash continue arguing, since their Pokémon's attacks negated each other. Nidoqueen and Nidoking use Dynamic Punch, hurting them both. Corphish is about to use BubbleBeam, but Skitty uses Blizzard, which accidentally freezes Corphish. Skitty uses Assist again, but it turns out as a String Shot. May panics, since she wanted Ember to be used instead, but Max points out that even Skitty does not know which move will turn out. Skitty uses Assist again, turning to Silver Wind, causing Corphish to turn into an ice statue. Skitty uses Assist once more and it turns to Ember again, defrosting and burning Corphish. Corphish chases Skitty again, making May so angry at Ash for not stopping Corphish, though Ash hits back at her that Skitty did freeze dry Corphish. Nidoqueen and Nidoking use Submission, combining their attacks, which hits Corphish and Skitty, defeating them both. Oscar and Andi go away and calls them a "happy couple", leaving May and Ash angry, who yell out they are not a couple and aren't happy, either. Meanwhile, Team Rocket is depressed they did not steal anything in quite some time. Jessie states they always dream about being rich, but they have done much and are still poor. Andi and Oscar come to challenge them to a battle, so Jessie plans on stealing Nidoqueen and Nidoking, then give them to the boss. Cacnea uses Needle Arm and Seviper uses Wrap, but Cacnea gets hit by Dynamic Punch. This causes Cacnea to be blown onto Seviper and gets wrapped. Jessie and James started arguing with each other, despite Meowth telling them to focus on the battle. Nidoking and Nidoqueen use Hyper Beam, blasting them off. The heroes were walking, this time May and Ash arguing whose fault it was for losing the last battle. Brock explains to Max this kind of arguing is between a man and a woman since the dawn of time, only for Max to speechlessly say "Whoa". Jessie and James also argue as well for whose fault was for losing the last battle. After Jessie, James, Ash and May walk and argue parallel to each other when the forest clears, Team Rocket and the heroes meet up. Jessie joins with May and James with Ash, declaring that they have a Tag Battle, shocking Ash and May at the same time. Also putting more despair on Brock, Max, Pikachu, and Meowth. Jessie's Seviper uses Poison Tail on Corphish and May's Skitty uses Blizzard on Cacnea. Cacnea uses Pin Missile on Skitty and Corphish Harden. Corphish deflects the attack, while Cacnea and Skitty get hurt by the attacks. Seviper uses Wrap on Cacnea while Skitty uses Assist on Corphish. Cacnea uses Needle Arm and Corphish uses Bubble Beam. Cacnea hits Seviper and Corphish hits Skitty. Seviper goes to bite Corphish, while Corphish uses Crabhammer. Skitty uses DoubleSlap and Cacnea uses Pin Missile. Corphish dodges and attacks Seviper, while Pin Missile hits Skitty. Jessie gets really mad and sends Dustox to use Whirlwind. Cacnea and Corphish are blasted, even if it was against the rules. Jessie states only men care about rules, making Brock wonder what kind of a battle this is, with Wobbuffet coming out. Dustox uses Poison Sting on Cacnea and Seviper Poison Tail on Corphish. Cacnea attacks with Pin Missile while Dustox uses Whirlwind, which deflects the attack on Ash, James, Seviper, Skitty and Corphish. Seviper wraps Corphish, who launches Bubble Beam on Jessie. Jessie runs away and stomps on Skitty's tail, causing Skitty to use Blizzard. Jessie hides behind James, who gets frozen by the attack. Skitty uses Assist, turning into Ember, which burns Jessie and James. Dustox launches Psybeam, Corphish Bubble Beam, Skitty uses Blizzard and Cacnea attacks with Pin Missile, which attacks everyone. Brock and Jessie's Wobbuffet declare the battle over, claiming Jessie and May were disqualified, but Jessie orders Dustox to use Whirlwind, knocking Brock out. The others are terrified by the battle, but when Meowth sees Pikachu beside him, he plans to take advantage of this chaotic situation. After some further arguing, Jessie and James see Meowth using "body language" to see that they should capture Pikachu. So Jessie and James apologize to each other to try to get the Pikachu. Seviper uses Haze and Cacnea uses Sandstorm, dimming the vision while Meowth takes Pikachu. Pikachu uses Thunder, but the net is electric proof. Skitty uses Assist, using String Shot to slow Team Rocket down. Ash thanks May for the assistance. Seviper uses Poison Tail, but is stopped by Corphish's Bubble Beam, allowing May to thank Ash back for the same thing. Cacnea uses Pin Missile, but Corphish uses Harden and takes the hit. Skitty uses DoubleSlap, hurting Team Rocket's Pokémon. Pikachu is free, so Skitty uses Blizzard, freezing Team Rocket. With Skitty's Tackle and Corphish's Crabhammer, Team Rocket is blasted off. Ash and May apologize to each other for the way they have been acting, thinking they should've trusted each other more to win the battle against Oscar and Andy. Everyone is happy again, making Max and Brock glad the gender war is over.

The heroes travel through a forest. Pikachu spots on a small tree post for Flying Pokémon. Brock thinks it is too large for a Pidgey and too small for a Pidgeotto. The heroes notice a bird came to it, so go to hide to observe. It is a Noctowl and realize that even in the day, the forest is too thick and dark so Noctowl move, thinking it is night. Suddenly, a tree branch scares away Noctowl, making the heroes uneasy what they have just seen. Another Noctowl appears, but with a different color. The tree branch is happy and offers it some berries. Noctowl tackles the tree, revealing the branch was a man, who falls after Noctowl pecked his fingers. The heroes apologize to the mister, who corrects them as Dr. Wiseman. Dr. Wiseman tells them he was going to capture Noctowl because of its small size and unusual coloring, but was outsmarted by it. Ash is determined to capture it, though Wiseman warns him he'll get outsmarted, too. Ash throws his Poké Ball, but Noctowl bashes it back against his head, laughing at him. Noctowl uses a power, causing Ash to order Pikachu to attack Noctowl, but in truth, he is ordering a rock. Wiseman clarifies to Misty and Brock he has been hypnotized, as he lifts a rock and falls down, causing Noctowl to laugh more and fly away. At Wiseman's lodge, the doctor tells Ash he warned him. Wiseman tells he made a cabin to capture Noctowl, as he captures unique Pokémon. Misty sends her Psyduck, thinking it is a rare one. Wiseman asks what is rare about it and is told it can't fly nor swim. Misty laughs, making Wiseman annoyed, as he remembers Noctowl laughing at him. He tells he will capture it and Ash tells the same, though Wiseman warns Ash is not knowledgeable about it as he is. Ash tells why didn't he captured it already and is told Wiseman has a secret trap, but does not allow Ash to see it. Brock and Misty advise Ash that using a trap will make appreciated way to capture Pokémon and makes them disrespectful. Ash promises he will capture it, though Wiseman thinks that attitude will not cause Noctowl to be captured. As they argue, Team Rocket heard what they told and realize Noctowl will be a good present for the boss. The heroes watch as Wiseman sets the trap up. Misty thinks Noctowl may be too smart to fall for the trap, but Ash knows Wiseman is also smart as well. Wiseman is confident Noctowl will return, as it cannot pass a challenge of smarts. They see Noctowl coming, so Wiseman triggers the trap. Noctowl sees its own reflection in the mirror and uses Hypnosis, but due to the mirror, it hypnoses itself. Noctowl walks around and falls on the ground. Wiseman takes it and shows it to the heroes, but it is a rock, as Noctowl hypnotized him. The heroes see that Noctowl is also hypnotized, so Ash goes to check if it is hurt. Noctowl feels threatened and suddenly, a wind blows, causing Wiseman to be hit by a stick and regain his consciousness. The heroes see Team Rocket is here in their robot, trying to capture the Noctowl. Wiseman is disgusted as they need such a large machine to capture one Noctowl and the heroes tell they need to use their own Pokémon to battle, but Team Rocket is not ashamed. Pikachu uses Thunder Shock, though the attack bounces off the machine. Ash sends Cyndaquil and Totodile to battle them. However, Team Rocket blast out a strong wind. Noctowl is knocked out, so Dr. Wiseman takes Noctowl and runs away. Team Rocket take Noctowl and throw Wiseman away, then fly away. Ash sends Chikorita and Bulbasaur, who use Vine Whip to hold the robot. Ash climbs up and jumps on the machine, trying to free Noctowl. Misty sees Psyduck and believes it wants to use Confusion, though Psyduck falls down from such "exhaustion". Ash pulls the part of the machine, enough for Noctowl to get freed. However, Team Rocket cause him to fall down. Noctowl goes to Ash's Pokémon and gives orders. Cyndaquil uses Flamethrower (despite the robot's resistance to flames), then Totodile uses Water Gun (though Team Rocket knows the robot cannot rust to that). However, the robot cracks and rattles, as the attacks caused an opening, enough for Pikachu to use Thunderbolt to electrocute Team Rocket and explode the robot, causing them to blast off. Ash is told Noctowl gave orders, making Ash to gain respect for it. Wiseman comes and believes he used his chances, so lets Ash battle Noctowl, who wants to fight him. Pikachu goes to start with a Thunderbolt, but due to Noctowl's Hypnosis, he attacks randomly. A moment later, Pikachu gains his consciousness back. Suddenly, Pikachu runs as Noctowl chases him. Pikachu closes his eyes (with Ash's command) and hearing Noctowl flapping its wings, uses Thunderbolt to electrocute it. Ash throws his Poké Ball and captures Noctowl. Brock, Misty and Wiseman congratulate Ash on this fine capture, who is glad to have Noctowl on his team. The heroes depart and wave to Wiseman a goodbye.

After the explosion, Glalie and Sceptile are defeated, much to Ash and Tyson's shock. Team Rocket spots the stand where they will work — it is all dusty and grey; their boss tells them they could remodel it and repaint it before he heads off. Jessie is angry and smashes the stand, wishing to capture Pikachu instead. James then asks where Meowth is. Torkoal uses Flamethrower, though Shiftry dodges. Team Rocket's Meowth sees the battle, waiting for Tyson's Meowth. Shiftry attacks with Mega Kick, hurting Torkoal. Shiftry then uses Shadow Ball, pushing Torkoal. Torkoal attacks with Flamethrower, so Shiftry dodges. Torkoal jumps and hits Shiftry by the attack, defeating it. Tyson sends Hariyama and Ash decides to keep Torkoal. Torkoal starts with Flamethrower, though Hariyama uses Arm Thrust to negate the attack. Brock tells May, Max and Morrison Hariyama has a lot of fat that keeps it from harm of Fire and Ice type attacks. Hariyama uses Brick Break, defeating Torkoal in an instant. Ash sends Corphish as his next Pokémon. Corphish uses Bubble Beam, though Hariyama evades and uses Brick Break once more, but hits the ground, as Corphish evades. Corphish then uses Crabhammer and Hariyama with Focus Punch and an explosion is made, defeating Corphish and pushing Hariyama. A pause is made, so Morrison yells at Ash that he cannot lose, to which Ash agrees to win. Inside the Pokémon Center, Team Rocket arrive to see a storage room where Poké Balls are stored, so they plan to steal them all. The battle field changed to a Rock type. Ash sends Swellow and Tyson his Hariyama. Swellow charges to Peck, but Hariyama stops Swellow and uses Seismic Toss, pushing Swellow on a rock. Swellow charges again and Hariyama uses Focus Punch once more, but this time Swellow uses Aerial Ace, evading the attack and defeating Hariyama. Tyson sends Donphan and starts with Sandstorm, hitting Swellow, so Swellow flaps its wings to get rid of the Sandstorm. Donphan charges with Rollout, damaging Swellow and pushing it to the ground. Donphan charges again and again. As Donphan goes to defeat Swellow, Swellow stops it by pushing its legs against its ears. Swellow flies and drops Donphan against a rock, defeating it. Tyson sends Metagross and starts with Psychic, engulfing Swellow. Swellow uses Quick Attack, but Metagross stops it and pushes it, then uses Hyper Beam to defeat Swellow. Ash sends Swellow back and spots a small scar on Metagross and realizes what he needs to do to defeat Metagross. Ash sends Grovyle, who begins by hopping on the rocks. Grovyle uses Bullet Seed on the scar. Metagross charges and uses Hyper Beam. Grovyle dodges and counter-attacks with Bullet Seed, hurting Metagross. Grovyle uses Leaf Blade, so Metagross uses Meteor Mash, defeating Grovyle in an instant. As Ash has one last Pokémon, he sends Pikachu. Pikachu uses Thunderbolt on the scar, but with little effect. Metagross uses Psychic, but Pikachu dodges and uses Iron Tail on Metagross. Pikachu gets on Metagross and uses Thunder, defeating Metagross. Tyson sends his ace, Meowth. Team Rocket's Meowth cheers for Tyson's Meowth to defeat Ash. Team Rocket, meanwhile, steals the Poké Balls and their boss kicks the door off. Seeing Team Rocket steal, the boss becomes enraged for what they did. Tyson's Meowth starts by Slash, though Pikachu evades and uses Thunderbolt, so Meowth counters with a Thunderbolt of its own. Pikachu uses Thunder and Meowth with Thunderbolt, so Brock realizes Meowth is using Thunderbolt as a protection against Pikachu's electric attacks. Pikachu uses Quick Attack, but Meowth uses Double Team, so Pikachu misses. Meowth uses Iron Tail, so Pikachu counters with an Iron Tail of his own. Pikachu charges with another Quick Attack, so Meowth goes to Slash. Both Pokémon are exhausted by the battling, so Pikachu uses Thunder and Meowth with Thunderbolt. Pikachu uses Iron Tail and Meowth does the same, but this time both Pokémon get hit. Both Pokémon are severely wounded, but still stand up. However, Pikachu falls down, so Tyson is the winner. Team Rocket's Meowth is proud, while Ash picks Pikachu up. Tyson thanks Ash for the battle they had. Morrison cries, as he sees that nobody cares who won or lost. As Meowth says that the battle he saw was great while crying tears of joy, Team Rocket passes by, but stops when Meowth asks them where they're going; James replies that the question should be where Meowth has been. However, the boss is heard telling them to “get back here”, causing Jessie and James to freeze. When the boss finally appears, he stomps his foot and snaps that what happened was the last straw (which surprises even Meowth). Finally, while simultaneously cracking his knuckles, the boss adds that he gave them a good job, and that he only asks that they punch out before they leave; instead, they steal from him and run, so he decides he will punch out for them before doing just that by sending Jessie, James and Meowth flying through the air. Jessie yells back to the boss that he has a lot more to worry about with the old shop than whether they punched their time clocks, while James asks to stop talking about punching, and Meowth adds "Don’t talk about clocks neither, since we just got ours cleaned" before all three say "We’re blasting off again! At the end of the day, Charles Goodshow gives Tyson the Hoenn League cup, and everyone cheers for him. Brock and Max are tempted to battle, and Morrison still wants to defeat Ash, while Ash still wants to train for future Leagues.

The heroes stop in Arrowroot Town, where there is a Contest being held. Dawn is not very sad about it, as she already got five ribbons. A woman named Freesia comes and reports her she will soon be crowned as a princess. Inside a mansion, the heroes meet Princess Salvia, who looks much like Dawn. She already knows about her victory in the Wallace Cup and bows in honor. Freesia explains that Salvia wants to compete in the Contest, but she has work to do. Instead, they ask Dawn to stand in her place. Dawn accepts this and soon they swap clothes. They look identical and while Salvia feels a bit embarrassed in Dawn's clothes, Fressia thinks she looks great. Salvia sends her Togekiss. Salvia admits she knew that there was a day she would compete and worked with Togekiss. The butler comes in and Ash, Freesia, Salvia and Brock leave, while Dawn has got to go to this meeting. The butler orders her to smile, as everyone she will have to meet is very important. Salvia, Ash and Brock enter the building, while Jessie disguises herself as Jessilina to give the audience some of her moves, with or without the twerp. Jessie is annoyed to see the twerp being the Contest. Salvia, dressed as Dawn, comes to her and bows in honor. Jessilina demands to know why is she competing (as she already has five ribbons), but Salvia replies that she wants to be in her first Contest. Jessie is angered even more and promises to get her final ribbon. Dawn, however, begins to take guests and is surprised to hear that there are 82 more guests wanting to meet her. At the Contest, Jessie's Yanmega uses Ancient Power and uses Steel Wing on it, causing glitter to be emitted. Yanmega continues using Silver Wind and finishes the performance. Next is Salvia, disguised as Dawn. She sends Togekiss, who starts with Aura Sphere, then uses Sky Attack and finishes with Air Slash, causing it to emit an aura. While Jessie is angered by Salvia's performance (thinking she is Dawn), Dawn is bored with all the greeting. When done, she goes to the lunch and seeing a heck lot of guests, she screams she is not hungry. At the Contest, Salvia is excited to have participated so far, while Ash and Brock think she might be able to win the Contest in full. She also admits this is fun, while Ash wonders what is with Dawn. Dawn, however, has a disaster at the lunch; one guest got an tomato in his mouth from Dawn's platter and she falls down trying to fix this. Salvia and Jessie got in the next round. James wonders if that Togekiss can be a trouble, though Jessie's fiery temper gets her pumped to win the Contest. Dawn is exhausted from "the lunch", but is told she has one duty left. The duty is that she needs to attend to the final battle of Jessilina (Jessie) vs. Dawn (Salvia). Jessie sends Seviper and Salvia her Togekiss. Togekiss starts with Air Slash and gets affected by Haze. Seviper hits it using Poison Tail, then wraps it and tosses it in air. Togekiss falls down and Salvia is not so sure to win, but Dawn cheers on her, reminding her she gave a lot up to be here. Jessie reminds her that she has to be neutral, but has her eyes to finish the battle. Seviper goes to bite, but gets reflected by Safeguard. Togekiss uses Air Slash and hits Seviper. Seviper retaliates with Poison Tail and evades Aura Sphere, but misses Togekiss. With another Aura Sphere, Seviper is defeated. Salvia gets the ribbon. Later, she visits Jessie and tells her that she will never forget this day and presents her the ribbon she got and leaves. Jessie is annoyed by her do-goodness, but Meowth reminds her she got her final ribbon. Jessie changes her mind about her and adds her ribbon, meaning she can participate in the Grand Festival. At the mansion, Salvia and Dawn change clothes. Salvia asks of Dawn one last favor; to take Togekiss with her, as it likes Contests and would like to be with her. Dawn accepts and Togekiss agrees, as Dawn calls it back. Ash, (the real) Dawn and Brock leave and the butler is surprised to see more uninvited guests and scolds Salvia, but she promises to behave better.

Nurse Joy, at the Pokémon Center, has checked up all of May's Pokémon. Brock comes in, asking if he could have a check up. Much to his disappointment, Nurse Joy turns around and states that she does not work on humans. May walks away, and meets up with Harley, who asks if he could train with her. May accepts, for training is easier with a partner. Elsewhere, Drew sprays his Masquerain with a lotion, and rubs it. He focuses his attention towards May, Harley, Caroline and Brock, who are passing by. Brock, reading from a book, states that she will face Contestants in Double Battles. May is surprised, and is told while the first round features Single Battles, the second round feature Double Battles. May is nevertheless psyched, and believes she will prepare herself properly for that. Meanwhile, Ash continues training his Snorunt to use Ice Beam. Max has prepared bottles for target practice, and Ash has it launch an attack. However, a breeze causes Snorunt to sneeze, and targets a Pokémon by mistake. In that moment, a Contestant jumps in, trying to protect his Pokémon, and gets his butt frozen. Torkoal uses Flamethrower, melting the ice away, and cries for the Coordinator's compliments. Ash apologizes to the Coordinator, who is impressed by Snorunt and suggests him he should use it for the round. Ash denies, as he is only cheering for May; he and Max introduce themselves to the Coordinator, Anthony, who has a Swalot. He tells them he was going to participate in the Grand Festival, but yesterday, after talking with three people, he found out his ribbons were missing. Ash promises he will find them and return the ribbons. Elsewhere, Jessie is thrilled to have all five ribbons ready for the Grand Festival. Meowth is not impressed, but Jessie starts to smooch him, claiming she will still him once she is famous. James is not sure why being a Top Coordinator is their priority now. Jessie claims that alone will make her a famous celebrity with many perks. James reminds for that to happen, she still needs to win. Meowth adds he'd rather be a normal Pokémon, to which she shakes him in anger. James reminds her that if she's going to enter, her stolen pass will identify her as Anthony, which makes Jessie feel a bit uneasy. As Beautifly lands on May's head, she plans which Pokémon to use in Double Battle. All of her Pokémon are enthusiastic about training, so she chooses Skitty to train with for the time being. Drew, however, overhears their conversation. Skitty begins with Assist, which pushes Cacturne with Combusken's Fire Spin. Skitty uses Assist once more, turning to Sliver Wind. Harley is impressed by the move, telling her that Assist should be used, as it is unpredictable - that's the hidden ace move May ought to use. May thinks that's a good idea for the first round, though Caroline and Drew think it is quite risky to rely on that. Meanwhile, Ash and Anthony search for the thieves, and Max brought Jenny to help them. Jenny tells him he can still participate if he reports, but Anthony is not convinced. He states he lost the confidence to compete, for he worked hard to get the ribbons, which are now lost. Max realizes that Anthony's pass has also been stolen, so they need to look for a person who resembles him. Ash and Anthony see he is right, and Jenny asks of them to look around. The first round of the Grand Festival has begun, and sixty-four Coordinators remain. Many people, including May's previous opponents, as well as her father and his Gym Assistant, watch the TV broadcast. The golden Ribbon Cup is shown as a prize for the victor. The number of judges have been extended to five: Raoul, Mr. Sukizo and *three* Nurse Joys, the latter exclaiming that all of the Pokémon that have been checked up are in perfect condition. Brock tries to get their attention, but Max pulls him by the ear, which surprises Caroline. May, however, is with Harley. The latter thinks she is looking out for Drew. May disagrees, for she has been asked to view for a fraud, and Harley comments it is horrible that there is dishonesty among them. Jessie, who stole Anthony's pass, has seen to be dressed like him, though not perfectly. James and Meowth are not convinced that her disguise will work, but she simply mutters it is a small detail. The announcer tells that there are 3 minutes of time limit, the next 32 Contestants will advance to next round and there are max. of 20 points per judge. As the appeals start, among the first contestants is Harley. He sends Banette, who makes a scary smile, and scares Lillian. Banette uses Will O' Wisp, followed with Thunder. The thunder goes up and back to Banette, and despite it being hurt, Banette continues to smile. The judges give him 89 points, much to May's surprise. As the performances continue, May and Drew think about how much effort they have to put. The next one is Anthony, who goes to the stage, However, Jenny, Max, Ash and real Anthony confront the imposter, Jessie. She is taken aback by the ambush, but continues to pretend that she is the real Anthony. However, Swalot uses Swallow, then uses Spit Up to uncover Jessie's identity. As Jenny is about to arrest Jessie for theft, Jessie is about to send a Pokémon. In that moment, James and Meowth take her and make a run for it, telling that they do not want to get arrested. A moment later, Anthony's Swalot performs by spinning around. Ash joins Brock, Max and Caroline, explaing this was Team Rocket's doing. Swalot uses Sludge Bomb and follows it with Bullet Seed, turning the sludge to dust. Swalot then swallows the dust, and the performance is rated with eighty-two points. May arrives and sends Skitty. Skitty uses Assist, which turns to Sliver Wind. It uses Assist again and again, angering Harley because of her luck. Most of the Judges are impressed by the wide attacks from many different Pokémon but Raoul states this does not show Skitty's individual appeal. One of the Assist moves turns into Solar Beam; none of May's Pokémon know this move, so Caroline suspects that Munchlax knows this move. Skitty uses Assist once more, turning to Petal Dance. However, Skitty begins to act strange: due to Petal Dance, Skitty has become confused. As May wonders what to do, Harley is happy to see his sabotage is successful. Drew hears this and confronts Harley, seeing he is no true friend of May's. Harley defends himself that this is just competition. May decides not to follow Harley's advice - Skitty uses DoubleSlap on herself, thus curing herself from confusion. Harley is terrified and Skitty finishes with Blizzard, leaving an ice tower. Slightly disappointed, May sees that Skitty scored 79 points. May apologizes to Harley for not sticking to the advice, but Drew reveals the truth: Harley lied to her, to sabotage her. Harley is a bit annoyed at "her boyfriend", and admits behaving politely was just to gain her trust, and misuse it. May is angry, but she is still uncertain why Harley did this. He tells her that she shouldn't trust other people: he merely wanted revenge for the Contest that she and him attended to, and which May won. Harley pushes her aside, and walks away. Despite this, Drew agrees with Harley that May should have not listened to him and should trust her Pokémon instead. He leaves, while May is conflicted. Drew comes to the stage and sends Masquerain. Masquerain uses Hidden Power, levitating spheres around itself. Drew has Masquerain suppress the attack, resulting in sparkles released. May sees that Drew is always listening to his Pokémon during the Contests. After the stage is covered by bubbles, Masquerain uses Silver Wind, spraying the bubbles across the stadium. Due to this performance, Drew receives a perfect score of 100. Harley, who exits the stadium, is not impressed by the performance. Later, Robert gets the same score with Milotic as well. A moment later, the screen shows the Coordinators going to next round, and May is in. Her friends support her, and remind her to be focused. The screen displays the battles for tomorrow, and among the matchups are May against Harley. While May is astonished, Harley smiles upon this. At night, Jessie plans to (somehow) participate in the Grand Festival, and is determined to do so. Next day, the second round begins. The first ones are May and Harley. May sends Beautifly and Bulbasaur, while Harley sends Banette and Cacturne. May demands of Harley to make this a fair match, to which he simply states that they have different definitions of *fair*. Since Harley wants to play rough, May decides to comply to this request.

The heroes and their Pokémon have lunch; Ash and Max want more of Brock's food. May wonders which Pokémon Ash is going to choose to battle Norman, but Ash thinks it does not matter, as they all are in great shape. Max doubts that, since his Pokémon have overeaten themselves. Treecko is missing, but Pikachu spots him on the tree, who is thinking of something. Ash climbs up the tree and tries to talk to him, but Treecko ignores him. Corphish goes up, knocking Ash from the tree. Corphish tries to cheer up Treecko, but fails. This angers Corphish, who is not able to do anything and falls down from the tree, onto Ash's head. Max is worried, but Ash thinks Treecko is simply in a bad mood. Suddenly, a voice is heard, which Brock recognizes. An angry Loudred emerges from the ground, who knocks the other Pokémon out and the bags as well. As Loudred runs off, emitting a loud sound to flinch the heroes, a man comes to stop it, but Loudred pushes him away. The man jumps on Loudred, calming it down. While Loudred is sleeping, the man admits he is traveling around to enter the Hoenn League and has two badges, though admits it is quite hard. Ash tells he has four badges and is going to Petalburg City and is quite excited to go after the next Badge. The man introduces himself as Guy, as do the heroes do to him. Guy apologizes for the trouble Loudred caused. Guy thinks Loudred has a mind of its own, and this behavior started recently. Ash, thinking of Treecko, states that Loudred's not the only one, since Pokémon also have troubles like people do. Max thinks the same way about May, so May goes to hit him, but seeing this could get violent, she stops the attack. May tells she'd never hurt Max, but points out he should at least watch what he is saying, making Brock and Guy laugh. Ash challenges Guy to a battle, thinking exercise might be the end of Loudred's problems, since Loudred could feel more relaxed after the battle. Guy approves and takes on the challenge. Ash goes to pick a Pokémon, but Treecko descends down, volunteering for the battle. Treecko starts with Quick Attack, hitting Loudred, so Loudred stomps Treecko. Treecko uses Bullet Seed, releasing itself. Loudred uses Supersonic, hurting Treecko. Loudred uses Earthquake, but Treecko jumps and uses Pound, knocking Loudred out on a tree, who stands up. Just then both Pokémon evolve: Treecko into Grovyle and Loudred into Exploud. Grovyle uses Leaf Blade to get a branch and put it into its mouth. Grovyle uses Leaf Blade and as Guy orders Exploud to dodge, Exploud does not listen. Instead, Exploud uses Hyper Voice, badly wounding Grovyle. Exploud gets angry and out of control, fleeing from the battlefield to destroy everything. Grovyle uses Bullet Seed, but without effect, while Exploud retaliates with Earthquake. Grovyle uses Quick Attack, but Exploud stops the attack and hits Grovyle away. The heroes and Guy decide to stop Exploud. Team Rocket pity themselves when they lost the twerps and have gotten no meals nor much sleep, either. Jessie goes mad, but stops herself on a cliff. Team Rocket looks a Pokémon down and Meowth identifies it is an Exploud. When Meowth mentions that Exploud is evolved form of Loudred, Team Rocket remembers they encountered Loudred some times on Dewford Island. Jessie and James decide not to catch Exploud, knowing it is too dangerous. However, Meowth tells them if Exploud was at their boss, Exploud would emit a voice whenever the boss had to do something at an exact time, having his time organized, so Jessie and James are convinced to capture it. The heroes search for Exploud, Guy fears Exploud does not want him as a trainer. Grovyle goes to look after it, but Ash mistakes it to be tired. Ash goes to call Grovyle back, but Grovyle jumps onto a tree, as May comments it became even more stubborn. Guy asks when Pokémon changes, does his personality change as well, to which Brock confirms. Guy remembers when he had Whismur as his first Pokémon, Whismur was quite cowardly and somewhat quiet. However, when it evolved into Loudred, it became more courageous, but became more stubborn as well. Elsewhere, James fires some corks, plugging Exploud's holes. Soon after, James captures Exploud using a net. Exploud, however, blows the corks and releases itself, blasting Team Rocket immediately. Everyone hears Exploud and goes after it. Grovyle quickly finds Exploud and they both stare at each other. When the sun shines, the battle starts. Exploud uses Stomp, but misses, so Grovyle pounds Exploud. Exploud uses Supersonic, hitting Grovyle. Grovyle jumps and uses Bullet Seed, hitting Exploud. The heroes arrives and Exploud stands up. Grovyle uses Leaf Blade, hurting Exploud, who ignores Guy's orders. Grovyle repeats its attack, but Exploud stops the attack. Grovyle uses Pound, hitting Exploud and freeing itself. Guy is annoyed and clarifies to Exploud it is wants to win, it should follow its trainer's orders. Exploud does not listen, which shocks Guy. Team Rocket changed their plan, plugging Exploud's holes, but this time the corks will follow Exploud. Guy sees Team Rocket and quickly stops the corks from reaching Exploud. The corks are coming to Exploud, so Pikachu uses Thunderbolt to destroy them. Team Rocket is annoyed for their failed plan and begin to chant. Ash tells that is old and Pikachu uses Thunder, followed by Exploud's Hyper Voice to blast them off. Exploud gives its hand to Guy and grins, making Guy relieved Exploud has accepted him as a trainer. Guy thanks Ash, who thinks they should resume the battle. Exploud and Grovyle clash, resuming the battle.