The episode begins by explaining how Ash lost his last match and how the group ended up at the Pokemon Center. Inside, Brock, May, and Max rest in their stay room, but Ash is not visible. May wakes up and stretches, then notices Ash is missing. She calls for Max, who sits up and places his glasses on. She asks him where Ash is and Max looks t see an empty bunk. Brock leans down to inspect from the top bunk and says they should go find him.

In the hallway, Pikachu and Ash sit asleep on a bench near Treecko's recovery room. May wakes him up and asks how Treecko is. Ash stands up, saying he has to go check on it, but he is sure it'll be fine. He walks up to the window to find Treecko resting on a stretcher. Nurse Joy walks out and Ash walks up to her. He asks her how Treecko is doing, and she informs him that it is fine, and when it wakes up it'll be as good as new. Ash thanks her and asks if Taillow is fine too.

A few minutes later, Nurse Joy hands Ash his two Pokeballs and exclaims that the Pokemon are all recovered. Ash thanks her again and releases them. He apologizes for pushing them so hard, but he also ads in that he is proud of them. The Pokemon nod in forgiveness and Ash thanks them.

The group then lets all the Pokemon out so they can eat. May notices Wurmple has finished all its food in a very short time and pours some more into its bowl, but it just lies there sleeping. Ash grins, saying her Wurmple has quite an appetite, but it isn't very active. Brock agrees and adds in that it just seems to eat and sleep. May doesn't seem to mind however.

Max then rushes up and exclaims about how Nurse Joy got a phone call from the Devon Corporation. He explains that an elite trainer that is friends with Mr. Stone is somewhere in Dewford's Granite Cave. Hearing this, Ash instantly wants to go meet this trainer, so they head out. On the road, Brock comments on how the Granite Cave is supposed to be very dark and trainers training in Dewford Gym like to spend some days there training as well.

They come across a bend where an old man sits on a rock. Little do they know that this old man is actually James in disguise. He motions them over and begins to explain that he knows the ideal fishing spot to capture water Pokemon. He begins to go on and on about how some of the rarest and strongest water Pokemon are found here, and he then offers to lend Ash and co some rods to fish for them. Ash is a little hesitant, but May and Max want to see it. Brock tells Ash that it wouldn't take that long, and they can head to Granite Cave after, so Ash agrees. In the bushes, Jessie and Meowth smirk as they know their plan is going swimmingly.

At the edge of a small hill, our heroes begin to fish. May comments that she isn't getting anything, but Brock tells her to just relax and wait. Ash releases Treecko and tells it to relax also. It sticks a twig in its mouth and lies down. Suddenly, May's hook snags something. She informs everyone that she has got a bite, and they help her pull it in. An Octillery is pulled form the water and latches onto May's head. Ash scans it with the dex, and May decides to capture it. She releases Wurmple just as the Octillery clings to Max's face. Ash tells May to have Wurmple attack and she orders a string shit, but Octillery leaps away and the string wraps around Max's head. The Octillery then head butts him and takes off back into the ocean.

Max looks over the hill and comments to May how she let it get away. May nervously replies that she didn't mean too. They then continue to fish and Ash bags a Corphish! He scans it with the dex as it clamps on to Max's behind. Max winces in pain wondering why the Pokemon seem to cling to him. Ash orders Pikachu out and the Corphish diverts its attention to May, but she pulls Max in front of her. It changes direction and heads for Treecko, who leaps up. Ash tells Pikachu to shock it, but it uses crab hammer on it before Pikachu can get the hit off. The Corphish then leaps back into the water leaving Ash depressed. May and Brock tell him he may get another chance.

Team Rocket are now in their Magikarp sub spying on the twerps. James and Meowth want to know why they are wasting their time, and Jessie tells them to be patient. She begins to explain her plan about having Ash hook the sub and pulling him down. When he lands in the water, his Pokeballs will fall off and they can scoop up them and a drowning Pikachu. Jessie gets excited at this and begins to talk about all the things she can do with the Pokemon. James tells her to calm down and Meowth reminds her that they have work to do. The scene ends with Wobbuffet popping out.

May suddenly snags something again and begins to pull. She realizes that she has hooked a big one and everyone begins to help her pull. Down below, Team Rocket grins knowing they have succeeded in phase 1 of the plan. They begin to pedal hard, trying to pull the twerps down, but after a bit of tug o war, the pedals break and Ash and co pull them up. Max comments that she caught a giant Magikarp, but Team Rocket appears and says their motto.

Jessie exclaims that this wasn't supposed to happen and Ash's Pokeballs should've been theirs. James asks for them to just hand them over, but Meowth doesn't think that's plausible. They all then leap onto shore and Jessie says they'll just have to steal the old fashioned way. James pulls out a net and snags Pikachu. It tries to shock them, but naturally the net is shock proof. Ash then calls upon Treecko, which quick attacks James and sets Pikachu free.

Meowth extends his claws and demands they hand over the Pokemon, but May grabs her Wurmple and says they can't have them. Jessie begins to laugh, saying she doesn't want her pathetic Wurmple when she has one of her own. She releases it and begins to cuddle it. May says her Wurmple is a lot bigger and stronger then hers, and Jessie says hers is bigger and much cuter. The two begin to argue back and forth, but Max soon interrupts saying he can settle this.

He measures both Pokemon's lengths and heights and concludes that they are equal in size. Jessie becomes agitated and tells Wurmple to use string shot, which just misses May. May retaliates with a string shot from her Wurmple, which hits Jessie in the face. James pulls out the net and prepares to get the Pokemon again, but Treecko throws its twig smacking the net away. It then tackles Meowth, sending him flying into the Wurmples. Jessie and May rush up and grab them. The Rockets then retreat to their sub, but Pikachu shocks them, sending them blasting off.

May picks up her Wurmple and cheers, but she soon notices something is wrong. She places it down and puts some Pokemon food in front of it, but the Wurmple doesn't eat it. Ash and co ask what's wrong and she informs them that her Wurmple is acting funny. She begins to wonder if this is her Wurmple, and Brock tells her to try and recall it to its ball. May pulls it out and tries to recall it, but it doesn't come back! Max realizes that Jessie must've taken May's Wurmple by accident when they got mixed up!

In the forest, James sighs at their failure again. Meowth adds in that they can come up with a new plan and try again. Jessie hugs her Wurmple, exclaiming that at least she proved hers is better. James then pulls out some food and offers it to everyone, but the Wurmple eats it out of his hands! It then curls up and goes to sleep. James remarks that that is very odd and Jessie says it must've been hungry. Meowth tells her that it seems different today, and maybe she should feed it better. Jessie begins to do the "its so cute thing" which wake sit up, but it then goes up to James and rubs against him. James is stunned and says it never showed affection towards him either.

Ash and co head through the bushes looking for May's Wurmple. May begins to have flashbacks of the day she caught it. She begins to cry saying it was her first catch and she needs to find it. Taillow then flies up and Ash asks if it spotted anything, but it says it hasn't.

Team Rocket is still in the bushes and Jessie begins to have daydreams of her and Wurmple in a flowery field. She is in an elegant dress and they are preparing to compete in a Cute Pokemon Contest. James and Meowth have long ago realized this isn't her Wurmple, but Jessie won't listen. Taillow then flies over ruining the moment. It flies back to Ash and co and tells them that if found Wurmple. Ash and co rush up and Jessie welcomes them. May informs her that she has her Wurmple and they need to switch. Jessie doesn't believe her, but after a brief conversation she begins to know something is wrong with the Wurmple she holds.

In the end, Jessie agrees to have a trade off. She and May walk up to each other and agree to exchange at the exact same time, but Jessie just grabs her Wurmple and the Rocket's take off with both. May tries to grab it back, but trips and the Rockets get away. May chases after, but the Rocket lift away in the balloon. Jessie remarks that she'll give May's Wurmple to the boss and keep her own, but James wonders what the boss would want with one. Meowth suggests that he use the string to sew his ripped clothing.

Ash then has Taillow pop the balloon with wing attack, and it falls into the trees below. May rushes up and grabs her Wurmple, but Jessie won't leave without a fight. She calls out Seviper and orders it to attack, but Ash tells Taillow to use quick attack. Seviper then uses smog, blocking Taillow's view. Ash releases Treecko, who pounds Seviper back. James calls out Cacnea and orders a pin missile while Ash calls on Pikachu. Pikachu dodges the attack, and Jessie orders a poison tail. Treecko dodges and sends it flying with a slam attack, and Pikachu finishes Cacnea off with a quick attack. Both Pokemon fly into the Rockets, who are then sent flying with a thunderbolt from Pikachu.

That evening, May places some Pokemon food down and watches Wurmple eat it happily, then go to sleep. Ash comments that she really must like her Pokemon, as she can tell it apart from others. Max and Brock agree and May picks it up and hugs it. The scene then heads out to sea with a happy May and her Wurmple hugging.

Thanks To GoldenNoctowl For Writing this for us