For one of the rare occasions, Ash, Misty, and Tracey are not riding Lapras in the ocean. They are already on an island, Mirka Island to be exact. Tracey appears to be very excited to be on there, and sends out Venonat and Marill as Ash retreats Lapras. Ash asks him about this, and he's about to tell him when a Beedrill flies by. Misty gets creeped out, and is horrified to find out that the island is famous for Bug Pokémon. Ash runs off to catch some, and Tracey starts to follow. He stops to ask Misty to come too, but she says that she wants to stay on the beach to "work on her tan". Ash tells Tracey in a whisper that Misty is afraid of bugs, and Tracey repeats this aloud, calling her a chicken. Misty steps on his foot.
They start walking, with Venonat and Marill leading the way. They come across a group of Caterpie and Ash wants to catch one, but Misty drags him away. Unfortunately, she stops right in front of a Pinsir, and ends up running the other way. Once they get back together, Ash notes that Venonat and Marill are very helpful. Tracey tells them that Venonat's radar vision and Marill's hearing make them a good team. The two Pokémon stop again, and run past the trees near the path with Ash and his friends soon behind. Seconds later, they come across a badly beaten Scyther. They are all astounded, and Tracey approaches it. He tries to give it some medicine, but it jumps away. It glares at the menacingly, and Ash gets out a Pokéball. He tells Tracey that if they can catch it, they can take it to a Pokémon Center. He throws it, but Scyther bats it away with its huge claws. He then prepares to shock it with Pikachu, but Tracey stops him, saying that the shock might make him faint. Tracey tells Venonat to use Sleep Powder, and Scyther is overcome. Tracey throws a Pokéball at it, captures it, and runs toward town.
Meanwhile, Team Rocket floats overhead in the Meowth balloon. A flying Beedrill pops the balloon, and they fall to the ground. They look up and realize that they are surrounded by Bug Pokémon. They are confronted by several Scyther, one of which has two deep scars on its forehead. It attacks, and Jessie's scream is heard throughout the forest. At the Pokémon Center, Nurse Joy treats Scyther while Ash and his friends watch from outside. Scyther keeps staring angrily at Tracey. Chansey wheels it out of the emergency room, and Nurse Joy tells them all that all it needs is a few days of rest. Tracey tries to ask it how it feels, but it snaps at him. As Chansey pushes the bed to the Recovery Room, Joy says that "the old warrior finally lost a battle." Ash and Tracey ask what she means by this, and she tells them that Scyther could only have gotten the injuries it had by battling another Scyther. She goes on to explain that a younger, faster Scyther must have beaten it in a battle for leadership of the swarm and that it has to live by itself until it wins another leadership battle.
Ash calls Professor Oak, who congratulates Tracey on his capture. He tells him that Scyther doesn't seem to be very happy, and Oak comments that it may be because its pride is hurt, and it's feeling low. He tells Tracey that he must try to help it gain its confidence back in itself. Meanwhile, Team Rocket runs away from the attacking Scyther. James and Meowth stare at Jessie, and James points out that she seems to be lacking something. She takes out a mirror and looks at herself. To her horror, more than half of her hair is completely missing. She screams and runs back in the direction of the Scyther to get her revenge. Meowth pounces on her, and tells her that they should try to capture all the Scyther to give to their Boss. She agrees, and starts running again, when James and Meowth both lunge onto her, holding her down. They tell her that they need to plan or else she could end up with a crew-cut. She imagines herself like this (wow! GI Jessie!) and screams again.
Back at the Pokémon Center, Tracey tells Scyther that he understands how it must feel. He says that he wishes he knew how to make it happy again, when Ash gets an idea. He tells Tracey that if Scyther can battle the new leader of its swarm again, it would be happy again. Tracey agrees, and asks Scyther what it thinks of it. It doesn't respond. Team Rocket finds the swarm of Scyther that attacked them earlier taking a bath in a pond. Meowth hands Jessie a bazooka, and she fires it into the air. The pellet explodes and large gobs of glue fall on to the swarm, sticking them in place. Meowth fires another bazooka, and a net falls over the whole group. They all yell out in unison.
In the Pokémon Center, Scyther somehow senses that his former swarm is in trouble. Joy removes the bandages, and it flies out the window. It goes a little ways, but falls down again. Tracey tries to tell it that it's too week, but it pushes him off. Ash notes that it must want to challenge the leader, and Tracey comments that while Scyther may be weak physically, it's strong in its heart. They follow, and Joy tells them to be careful. Team Rocket hangs the netted Scyther from a tree, and the cackling Jessie pokes them with a branch. Meowth and James comment that she's getting scary. She starts to sob again, telling James and Meowth that her hair was her only friend as a child and was her crowning glory. She laughs evilly at the Scyther in the net and tells them that she's going to have her revenge.
Suddenly, a green blur flies by, and the net is torn to shreds. It's Tracey's Scyther! It looks at the swarm who are still gooped up and still can't move. It glares at Team Rocket and Ash and his friends run up. They start to laugh at Jessie's hair, and she is enraged. She and James say a new version of their motto as they send out all their Pokémon, which causes Ash to wonder how they come up with it all the time. He asks them what they plan to do with the Scyther, and James tells them that they are going to give them to their boss. Weezing uses Smoke Screen, but Scyther starts to spin, blowing it away. Ash's Pokédex tells them that it's Swords Dance.
It stops, but is still weak and pants. It tells them that it won't let them take his swarm (translation courtesy of Meowth) and Team Rocket mocks it. Their Pokémon prepare to attack. Pikachu runs up to help, but is told to go back by Scyther. The Pokémon square up, and Ash tells Pikachu to help. Tracey stops him, saying that Scyther needs to do it itself. Scyther looks at him for a moment and nods. The battle begins. Meowth starts out, but is quickly eliminated with a blow from Scyther. Lickitung and Victreebel attack at once, but Scyther dodges them so that they hit each other. Arbok jumps up at it, but it uses Double Team and it misses. He falls to the ground and is confronted by Victreebel again. Tracey tells it that Victreebel is going to use Razor Leaf, and it uses its sharp claws to slice the leaves apart. Misty asks Tracey how he knew Victreebel was going to use this, and he tells her that it all comes from experience.
Arbok attacks again, this time using Poison Needle. Scyther dodges as best as it can, but eventually topples over. Arbok uses Poison Needle once more, but it is blocked by the new leader Scyther of the swarm. All four of Team Rocket's Pokémon attack at once, but Scyther jumps off of the other Scyther's shoulders and Slashes at them, knocking them all out. Jessie pulls out another bazooka (where do these things come from?!) but is shocked by Pikachu before she can fire. Scyther Slashes at them, giving Jessie and James a mohawk and shaving off the area of Meowth's face where his nose would be and they run off.
Tracey dashes up to Scyther, congratulating it. Moments later, the other Scyther clean themselves off in the pond, and the leader Scyther walks up to Tracey's Scyther. They shake hands (sort of. Actually, the clang their claws together), and the swarm walks off. Scyther turns to Tracey and he returns it into its Pokéball. He lifts it into the air, and yells out in joy. Ash shakes his head, and tries to teach him the "proper" way of doing that. Misty sighs, and the episode ends.