Ash and co have now taken defensive positions in the middle of a dark and frightening forest. The sounds of Hoothoots echo in the distance. Max checks the Pokenav put finds that they have entered a spot outside of its map capabilities. Brock notices his compass is going wild and the place doesn't even show up in the guidebook. May becomes worried and just wants to find a way out. The group suddenly hears the bushes rustling and turn to see a very angry Skarmory fly out and roar. Instantly, they book it as fast as possible as the bird gives chase.

May's Skitty takes this wrong moment to come out of its Pokeball grinning happily. Skarmory starts for it and May rushes to cover it. Ash calls for her to come back, but the Skarmory grabs her by the pack and lifts her into the sky. Ash and the others are forced to watch as it disappears. They immediately begin their chase to find her. Skarmory continues to fly and soon goes straight over a large wooden wall. Ash and co make it here, but are stopped by a duo of guys wearing hooded cloaks. They tell Ash and co that no one is allowed beyond this point.

The men then demand to know what the group is doing and Max explains that his sister was protecting her Skitty when a Skarmory kidnapped her and flew into the area beyond the fence. The two men seem worried now and wonder if they should open the fence to the Forbidden Forest. After some time they decide to consult the elder first. Ash and co are confused, but follow them as told.

Inside the forbidden forest, Skarmory flies to the top of a mountain and drops May. She watches cradling Skitty as it flies off. She then makes sure Skitty is ok before recalling it to its Pokeball. May then notices a Bulbasaur close by on a rock. It is happily trying to retrieve a flower far below with its vines. It finally snags it, but slips in the process. Fortunately, May grabs it just before it falls over. May tells it to be careful and it smiles. It then realizes that a strange being is in front of it and backs off wearily. May introduces herself and the Bulbasaur inspects her with its vine. May giggles telling it to stop tickling her.

Bulbasaur seems to trust her now, but suddenly; a group consisting of Sunflora, Weepinbell, and Gloom cut it off from May. They stare angrily at the intruder as May stares back confused. Ash and co have been taken to a small village where some Poochyena are happily eating. They are now talking to an old man (the elder) about their dilemma.

The elder explains that the Forbidden Forest has been untouched by man, and it would be a disaster to allow Ash and co entry. He explains that it is that of a Grass Pokemon Kingdom who have never seen humans. He then says that this is why he can't let them in. Max and Brock freak out, telling him that they have to retrieve their friend. Ash says they can't leave her in there and the elder says it is out of his hands. He then says they should leave. With that, the elder and his followers walk away.

Team Rocket is spying on the scene from a branch on a tree. James is enticed by the grass Pokemon the elder was talking about and Jessie adds in that they would be an easy snag since they are unaware of humans. Wobbuffet pops out grinning happily as Meowth explains how much the boss would appreciate it if they sent them a truckload of strong grass Pokemon. With that, Meowth begins the cheer and the finish it together before heading off.

May is now becoming frightened by the grass Pokemons' mad expressions. Gloom suddenly releases a stun spore while Weepinbell and Sunflora launch a vine whip and razor leaf barrage. May rushes out of the way just as the attacks hit where she stood. She wonders what she did and Bulbasaur leaps in the way. It tires to get them to stop but Weepinbell pulls it back with vine whip. A great many grass Pokemon then surround May. They start to launch attacks, but May thinks fast and releases Torchic. It embers the grass attacks to ash before it and May run away. Bulbasaur tries to follow, but Sunflora forbids it.

Ash and co now sit in the village wondering what to do. After some time, Ash decides to screw the elder's decision and go save May anyways. Max and Brock don't think it's wise, but Ash says they can't just leave her. Inside one of the huts, the two guys from the wooden gate begin to argue when they suddenly notice the Poochyenas barking at something. They look out the window to see Ash and co trying to get inside the gate.

The group rushes out yelling as Ash bangs against the wooden wall. Max notices them coming and the three notice some vines growing on the wall. They start to scale them, but Brock and Max fall. Ash calls for them, but they say to go. He nods and jumps over the gate. The group makes it to the gate as the Poochyenas angrily bark at Brock and Max.

The grass Pokemon start their search for May as she hides behind some bushes. She wonders what to do when the air suddenly begins to fill with stun spore. May covers her mouth and tells Torchic to do the same. They then start to run but suddenly come face to face with more grass Pokemon. May tries to explain to them what happened, but a Gloom gets angry and prepares to attack. Suddenly, Ash swings down from a vine and jumps in front of May, startling the grass Pokemon. Torchic leaps for joy as the grass Pokemon become angry. Ash has Pikachu use thunderbolt, splitting the Pokemon and allowing him and May to rush by.

Ash explains things to May as they run but a group of Sunflora leaps into the path. Ash changes direction and continues to run, but a group of Jumpluff then leaps in the way. Ash has Pikachu use thunderbolt to split them and they run right past. They continue to run till some Vileplume come into their way. Ash stops wondering what to do when Torchic notices a clear path. They follow it, but it leads to a cliff. As they look down, many grass Pokemon swarm in behind them. May pleads with them once more saying she isn't trying to hurt them, but the Pokemon don't back away.

Ash says it's hopeless and soon the entire group of grass Pokemon lunges. Ash and May take defensive positions, but a loud roar suddenly echoes through the forest. The grass Pokemon stop and turn to see a Venusaur lumbering towards them. It approaches Ash and co and inspects them with its vines. Ash wonders what it's doing and May says that's how they inspect things. Bulbasaur tells Venusaur that they are friends and it nods. It then lifts Torchic up with its vines and shakes its head. Ash realizes that as a grass type, Venusaur doesn't like fire types. May understands and recalls it.

May then explains to Venusaur that she didn't mean to intrude and it starts to explain this to the other grass Pokemon. Meowth translates what it is saying to Jessie and James from the bushes. They begin to wonder how to snag them all and come up with an idea. May and Ash are taken to a beautiful stream where all the grass Pokemon are relaxing. Bulbasaur then approaches and hands May the flower it got earlier. She thanks it and then introduces Ash to it. Ash says he has a Bulbasaur and explains to the Pokemon that it is currently at Professor Oak's lab. The Pokemon doesn't seem to care and just grabs May with its vines. It motions away trying to get her to follow.

Venusaur watches them go and then continues to rest. Bulbasaur leads May and Ash to the edge of a cliff where they get a beautiful view of the forest below and a city in the distance. Bulbasaur seems confused when Ash and May talk of the city and they begin to explain it to it. May then adds in that Pokemon and humans live side by side beyond the forest. She lifts Bulbasaur into her arms and explains that she is a Pokemon Coordinator. Bulbasaur seems very intrigued by all this.

Back at the wall, the elder explains a few things about the kingdom before finally allowing Brock and Max entrance. His followers say that they have to find their friends quick and get out as soon as possible. The elder then adds in that it is easy to get lost in the forest. Brock understands and Max wonders how Ash is faring.

Ash and May continue to admire the scene when they suddenly hear something going on behind them. They turn to see a bunch of grass Pokemon running. Team Rocket is in a giant woman Gardner mecha scooping up the grass Pokemon and shoving them into a net on its back. Ash and co leap in the way to see what they are running from, and freak out when the mecha starts heading straight at them.

Team Rocket stops the mecha right in front of them and emerges from its hair to say the motto. They then tell the twerps to move before retreating back into the mecha. Ash tells Pikachu to shock them, but the mecha's ummm…breasts open up to reveal a mirror that deflects the attack. Meowth laughs at them as Wobbuffet appears in the background. He gets aggravated but it disappears and he continues. The mecha then starts to speed after them.

The Poochyena are busily sniffing out Ash and co as Brock and the group follows. Max holds a rope that extends out the wall so they know how to find their way back. They suddenly hear the screams of Bulbasaur and look around for where it came from. It turns out the mecha managed to snag Bulbasaur and it squirms to get free. May and Ash tell Team Rocket to let it go, but the mecha just does the usual eye taunt.

Suddenly, a large vine smashes into the mecha's face and hits it away, releasing Bulbasaur. May catches it and it smiles. Venusaur then enters the scene as Team Rocket bring their mecha back in. They like the idea of snagging a Venusaur so they decide to. The mecha reaches for the Pokemon, but Venusaur just hits it away with vine whip and then sends the robot into spin drive with its other vine. When it stops, its back is to Venusaur and the Pokemon uses its vines to grip the net.

Meowth shifts the mecha into overdrive and Venusaur starts to get pulled away. Ash and May tell it to keep pulling and it plants its feet firmly in the ground causing the mecha to tip slightly. Meowth activates a second switch and the mecha zooms forward causing Venusaur to let go and fly back hitting the ground hard. Bulbasaur runs to see if it's ok, but the mecha grabs Bulbasaur before it can see. May grabs it as the hand pulls back causing both her and Bulbasaur to be put into the net. May sees if the Pokemon are all right and then they come up with a plan.

Outside Ash helps Venusaur to its feet. The mecha prepares to attack again but it is suddenly starting to bounce back. Ash and the rockets wonder what is going on, and it seems like the grass Pokemon have all begun to tackle the net from the inside causing the robot to bounce around. Ash yells for May to have Bulbasaur use razor leaf, and she commands it. Bulbasaur happily launches the attack filling the net with leaves until it explodes.

The Pokemon land safely and May starts to lead them off. Team Rocket tries one more time to grab them, but the elder shows up and has his Poochyenas use shadow balls. The attacks hit the hand causing it to explode. May makes it to the elder and thanks him. Team Rocket still refuses to give in and prepares to catch Venusaur. Ash has Pikachu use thunderbolt but the attack reflects again. As this goes on, Venusaur charges up a solar beam. Max notices this and Brock says it's Venusaur's ultimate attack.

The attack launches blowing the mecha up and sending Team Rocket blasting off again. That evening, Ash and co say their goodbyes to the elder, his followers, and the grass Pokemon. The four then leave through the wall and May looks back to say goodbye to Bulbasaur. Bulbasaur looks a little sad, but Max tells May she has to leave before the wall closes. She nods and steps out. The wall begins to close and Bulbasaur watches sad as its friend starts to disappear forever on the other side. Venusaur watches it and after some time of watching, it finally rushes through the wall and into May's arms.

May is shocked by this and asks it if it wants to come with her. It smiles while nodding and May peers back into the forest where Venusaur is smiling. May is relieved that it doesn't mind and Max mentions to her that she has a new Pokemon. May holds it up smiling and the elder seems content with this. The wall closes completely and May continues to hug Bulbasaur as the episode ends.

Thanks To GoldenNoctowl For Writing this for us