The episode begins with Team Rocket running away from Ash, May, Max and Brock, having just captured Pikachu in a small metal cage. Although the group are fast, Team Rocket prove faster and continue to maintain a lead until they reach a crossroads with three possible ways to go: Left, Right, or back. Jessie asks James which way they should go, and James looks around confused and unable to work out which would be the best path to follow. While they are confused, Pikachu manages to unlock the cage's shoddy lock with its paw and unlease itself. Seeing that his friend is safe, Ash orders Pikachu to use Thunderbolt. Pikachu does so, shocking Team Rocket and sending them blasting off.

Landing on hard ground, the three villians moan before Jessie gets up and starts to shout at James for being so useless back there. James snaps back, asking why should he take the blame, and Mime Jr. agrees. Jessie then turns to Meowth, but retorts that both of them are at fault for messing up... which leads to all three of them falling silent and looking at eachother in bitter anger. Jessie then stands, and brushes the dust and dirt from her uniform before commenting that she really doesn't need James around messing up her plans. James jumps up and snaps back, making an angry comment about Jessie of his own. Meowth tries to get involved, but Jessie then reminds him of his most hated rival, Persian, and saying that he'll always be second best to it. Meowth is openly shocked and upset, and James remarks that maybe she went a little too far with that comment... before Meowth throws a fit, which sparks up the arguement once again. The group look at eachother once again, before James turns his back on the other to and says that he'll be better off without them. He then walks off, and calls Mime Jr. over to his side. Meowth and Jessie do the same, going off by themselves down different paths.

Back with the main group, May is happily looking at her newly won ribbon, which she got recently after her battle against Jessie in the last contest. Max remarks that with that ribbon, she'll be able to enter the Grand Festival. Brock agrees, and May pumps the air with her fist, excited at the thought of the Festival and the challenges it'll produce. Ash then clenches his fist, and says that they'll soon be at the Battle Pyramid, the final battle of the Battle Frontier Challenge. Max reminds him that they have to remember Brock in all this, and that he'll probably want to visit his family in the Pewter City Gym.

Just then, the group come across a green haired man, wearing glasses, surronded by a large collection of children. The green haired man, who is Butch of Team Rocket in disguise, is explaining to the children about the new 'Funday Tournement'. Ash wonders what it is, before Butch, who they don't realise is Butch, calls them over and asks if they are interested... then he looks at Ash, and remembers who he is from their previous encounters. Ash asks what it is, and Butch points to a banner above him, showing a Zangoose and a Seviper fighting it out. Ash smiles and thinks that it'll be a fun warmup for the Pyramid... after all, it won't be going anywhere. At this, Butch smirks at the thought of Ash falling into what must be one of his new traps.

Inside the building, a Nurse Joy is handing out sign-up sheets. Ash, May, Max and Brock run up, and Ash says that he wants to enter too. The Nurse Joy looks up, and then freezes in shock- It's not actually Nurse Joy, but Cassidy in a mask. Cassidy hands his a sign-up sheet, before standing and pulling a remote control out of her pocket. The group of kids, along with Ash and co., looking in wonder before Cassidy presses the remote and the wall behind her pulls up to reveal a rather fancy looking 'relaxation area'. The room contains comfortable seats, and a Pokeball washing device which Cassidy shows off by placing a Pokeball into it and pulling it out, shining like new. The group stare in awe, and May says that she wants to try it out. She then sends out Munchlax, who proceeds to try to walk off before Max pulls it back. Brock jumps in too with his Pokeballs before Max grabs his ear. However, looking up, Brock starts to look at the Nurse Joy a little harder... there's something not quite right about her, whih he shares with Max. Max looks at her too, as she is surronded by kids thrusting their Pokeballs into her face as she tries to wave them off and saying that they'll all get a chance.

Soon after, the battles begin. Ash is standing in the tournement battle arena, facing off against a boy with a Pinsir. The announcer introduces the two battlers, and the referee starts the battle off. The young boy tells his Pinsir to attack, and Ash tells Corphish to go too. Pinsir lunges at Corphish and tries to slice it with its pinsirs, but Corphish dodges and Ash orders Corphish to use Crabhammer but the attack is blocked.

Outside, Jessie has just walked up to the building in which the tournement is taking place. Reading the explanation on the sign, Jessie grins in excitement at the thought of all the Pokemon she could easily swipe from the kids. Laughing, she then runs in eager to get to work alone. Sometime later, James and Manane also come across the building and has the same reaction as Jessie, and walks on in. Sometime after that, Meowth also comes across the building, and decides to check it out.

Back with the battle, Corphish isn't doing too well against the Pinsir, being thrown about and attacked by Pinsir's large horns. Just as Pinsir is about to land a hefty blow, Ash orders Corphish to use Harden to protect itself. Corphish does so, and Pinsir is stopped just as its about to make contact. Seeing his chance, Ash then orders Corphish to use Bubblebeam. Corphish jumps up and fires off several multi-coloured bubbles before rushing towards Pinsir and smashing into it with a Crabhammer on Ash's command. Pinsir is knocked out, and Ash is declared the winner.

Meanwhile, Cassidy, still in her Nurse Joy outfit, orders Butch to go take all the Pokeballs that they've stolen and start loading them up. However, while doing so, she gets his name wrong as so many others have done so... Butch snaps, but Cassidy ignores his outburst and tells him to get on with it, thrusting her arm into the air and shoving a box of Pokeballs into his arms. Elsewhere, James is walking through an empty hallway, wondering where everyone inside could be, when he comes across Jessie who is also thinking the same thing. Seeing eachother again causes both of them to look away in disgust, both still not happy with the other for their previous arguements. Just then, Cassidy, still wearing her Nurse Joy outfit and mask, walks up to them, greeting them by name. Both Jessie and James look confused, before Cassidy rips off her mask producing a shocked reaction from both Team Rocket members.

Although their last meeting was far from pleasent, Cassidy treats them both indifferently and even explains herplan involving taking Pokeballs from trainers under the disguise of a tournement and giving them to Giovanni. Jessie and James look confused, but before they can really question Cassidy on anything, a phone inside Cassidy's nurse outfit pocket starts to ring. Cassidy answers, and Professor Nanba screams at her down the phone- it seems that both Cassidy and Butch are still mostly reporting to Professor Nanba. He then hangs up, and Cassidy dumps the phone back into her pocket before explaining this to Jessie and James. Jessie isn't impressed by Cassidy's attitude, and the two begin to argue as usual, throwing snide comments back and forth before Cassidy notices James staring at them both and looking uneasy. Cassidy gets up close to him, and asks him if he's okay... James looks even more uneasy, before Cassidy asks him about Jessie and if she's been treating him unfairly. James starts to listen, and Cassidy suggests that he join them, with an image of Cassidy, Butch and James all posing being brought to mind. ot giving him a chance to answer, Cassidy then grabs James and drags him away. Watching all of this is Jessie, who screams and kicks a nearby fire estigusiner.

Back with the battles, Ash is fighting against another young boy, using Corphish against his Marowak. The Marowak blocks Corphish's Crabhammer before using Bonemarrang on the young trainer's command. Ash orders Corphish to dodge, which it does. However, Ash has forgotton that Bonemarrang comes back, which it does, smashing into Corphish on the way back. Max wonders what Ash can do, and May repeats his name, worried.

Meanwhile, Butch is grumbling unhappily while carrying the heavy Pokeballs in a small box. Jessie is still inside the hallway, and greets Butch but again, like most people, getting his name wrong and calling him 'Botch'. Butch snaps, and Jessie apologises nicely before noticing the box of Pokeballs that he's been made to carry. Butch pulls the box away from her, saying that he knows her game. Jessie tries to sweettalk him, but Butch says that Cassidy wouldn't be happy. The mention of her rival causes Jessie to start ranting before she remembers her current situation. Butch looks confused, but Jessie continues to try to convince him that she's acting purely innocently. Back with the battles, Ash's tough fight against Marowak continues. The two Pokemon trade blows, both blocking eachother before Ash manages to get Corphish to knock Marowak's main form of attack and defence away: The bone. Having no way to defend, Ash sees that Marowak is open and orders Corphish to use Crabhammer. Corphish smashes into Marowa, and it goes flying back from the force of the blow.

Elsewhere, Meowth is walking down one of the empty hallways inside the building, thinking about Jessie and James and how much he misses them before he comes across a packet of biscuits. Looking inside the bag, he pulls one of the said biscuits out, and fondly remembers how the three of them used to enjoy eating them around a campfire- It used to be one of the only things they could afford at one point. However, since they hardly had any money, they used to have to split the most simple of things into three. Biscuits, bread, ham... everything.

Bored by the battles, Munchlax seems to have escaped and Max is trying to catch him before he can cause any trouble. However, while doing so, they come across a door and hear James' voice coming from inside. Looking in, they see James taking Pokeballs and placing them into boxes much like the one Butch had before. Cassidy asks him what he thinks of their haul, and James ponders why he and Jessie were never able to get this much. Cassidy isn't impressed by the mention of her rival, and says that with Jessie around, that isn't very surprising. James starts to remember the old days with Jessie and Meowth, but Cassidy jumps down to next to him and places her hand on his shoulder saying everything will be alright with his new two friends.

Back with the battle, Ash has just defeated Marowak who is announced unable to battle by the referee. Just as Ash is celebrating with Corphish, he notices Max from the side of the battle arena calling over to him. Not soon after, Ash, May, Brock and Corphish are standing in one of the building's hallways listening to Max's story as he explains that Team Rocket has managed to steal lots of Pokeballs from trainers and are soon about to escape with them. He then mentions that one of them was dressed as Nurse Joy, which makes Brock realise why he thought she was suspicious before. Ash says that they have to go get them back, and they run off to go find Team Rocket.

Having just finished loading up all the Pokeballs, Cassidy and James are inspecting their work just as Ash, May, Max, Brock and Corphish burst into the room to confront them. Ash tells them to give all the Pokeballs back, as Cassidy and James look around nervously saying that they have no idea what the kids are talking about. Max ignores them, and rips open a box and exposing all the stolen Pokeballs. Knowing that their plan has been exposed, Cassidy and James begin to recite their motto. However, since both Jessie and James', and Cassidy and Butch's mottos are different, the two soon begin to argue as both try to recite their own parts of their respective mottos. As they argue, Ash mutters Cassidy's name, remembering her from last time. Out of habit, Brock calls James 'Botch' which causes James to scream angrily at Brock getting his name wrong. Max wonders about the other member of Team Rocket that he's never seen before, but Cassidy isn't listening to them and sends out Houndour. Quickly, Ash orders Corphsh to use Bubblebeam, followed up by a Crabhammer. The Bubblebeam hits, but before Crabhammer can connect, Cassidy orders Houndour to use Flamethrower. Houndour does so, and the fire attack pushes Corphish back.

The force of the attack is so great however, that Corphish to knocked straight into a three boxes of Pokeballs. This causes a domino effect which makes all of the boxes topple over and pour out of the room. Within moments, a whole wave of Pokeballs floods out of the storage room, into the hallway and into the battle arena. Ash runs out into the arena and explains to everybody that the whole tournement was a scam by Team Rocket and tells everyone to get back their Pokeballs. The crowd then start to jumps into the arena from the stands, as Cassidy enters and tells a group of Rocket Grunts disguised as tournament officials to attack. The group then rip off their clothes to reveal Rocket Grunt uniforms underneath, and their Pokemon are brought forth. The trainers aren't willing to go down without a fight however, and order their own Pokemon to attack the Rocket Grunt ones. Soon, a small war breaks out within the battle arena, as both trainers and Rockets trade blows and battle. Ash grits his teeth in anger at Tam Rocket, and wonders how they could do such a thing as they all remember their own adventures with their Pokemon... from Ash recieving Pikachu from Professor Oak, to them travelling in the early days throughout Houen with Pikachu and Torchic.

Not willing to let the Team Rocket Grunts get away with their actions, Ash orders Pikachu to use Thunderbolt to shock them, just as Jessie and Butch walk into the arena. Jessie suggests to Butch that they make their escape while everyone is concerned with the battle, but they are soon noticed by Ash who sends out Swellow to tackle them. Swellow does so, and both Rockets are tripped up and the box of Pokeballs is tipped out all over the floor. Seeing that they've been caught, Jessie and Butch begin to recite their mixed motto. Much like Cassidy and James, the two realise that their motto isn't working, and Jessie becomes angry and kicks Butch hard in the face. Brock once again confuses Butch's name, and calls him 'Botch' which causes the teal haired Rocket member to sream in anger, repeating his name. May wonders, saying that she's never seen this guy before... but Butch isn't listening, and sends out Raticate. Ash orders Pikachu to use Thunderbolt, which sends Jessie, Butch and Raticate flying back.

Elsewhere in the battle arena, Meowth is shoving some of the random Pokeballs into a small sack under the confusing of the battle going on around him. James is also doing the same, some else in the arena, with help from Mime Jr.. Jessie is also doing the same, and under the confusion of the smoke, the three soon place their hands on one Pokeball at the same time without even noticing the other two around them. The three all look up and realise who the hands belong to, and start to argue again. However, Meowth doesn't want to continue to fighting, and produces the biscuit that he found before. Showing his two friends, they become silent and Meowth explains that they've always gotten through everything that has happened to them, and always shared... just like they did with food like this biscuit. The three then happily snap the biscuit into three, but just as they are about to eat, a random kid with his Rhydon appears and orders his Pokemon to attack them and sending them blasting off. Seeing that the battle isbeing lost, all the Rocket Grunts pour out of the tournement building and run away.

Sometime later, we find Ash, May, Max, Brock and Corphish clearing up all the Pokeballs. Just then, Max notices Cassidy and Butch, who have both reunited, trying to run away with a box of Pokeballs in their hands. The group run outside to stop them, but Cassidy and Butch continue to run before they fall into a hidden pitfall. Butch screams about their rotten luck, which has allowed the group to gain a lead on the two Rocket members. Cassidy and Butch crawl out of the hole and continue to run towards a large blue sheet covering something... their escape plane. Ash looks worried, thinking they they'll never be able to catch them now... until the two Rocket members proceed to fall down an even bigger pitfall surrounding their plane and the box of Pokeballs is thrown out of Butch's hands. Seeing his chance, Ash orders Pikachu to use Thunderbolt which causes the plane to explode and sending Cassidy and Butch blasting off.

Just them, Jessie and James float down in their Meowth balloon, carrying two shovels: It seems they were the ones who dug the pits which stopped Cassidy and Butch's escape. They begin to recite their proper motto, and when they finish they proceed to grab the box of Pokeballs that dropped out of Butch's hands. They are easily stopped however, as Ash orders Corphish to use Bubblebeam. Team Rocket's balloon explodes, and the three are send blasting off again.

Back inside the building, Ash, May, Max and Brock watch happily as all the trainers reclaim their Pokeballs and are reunited with their friends.

Later that night, we find Jessie, James and Meowth about to share a biscuit around an open fire. Just as they split, Jessie takes the largest peice, and the episode ends with James and Meowth trying to grab the large peice from her hands.

Thanks to Alfonso for writing this for us