The episode begins in the middle of a forest, and Ash training hard with his new flying Pokemon, Starly. The training in question involves a target which Starly must hit. Ash, Dawn and Brock all cheer Starly on, but something seems wrong as Starly starts to waver in the air just before it is about to reach the target. Starly stops mid-flight and falls onto the ground, as Ash runs over to see if his Pokemon is alright. Brock tells Ash not to worry, as he has something in his bag that will heal Starly's injuries. Pulling out a potion, Brock smiles as he says this will do the trick. Not soon after, Brock has applied the potion and is busy wrapping a bandage around Starly's injured leg as Ash gives Starly a pep talk. This is interuppted by a rustling bush near where the group is resting, and Ash and Dawn turn to the bush wondering what could be causing it to rustle.

As if to answer Ash's question, a young woman comes out of the bush and greets them, while carrying a pair of binoculars. The woman asks who they ae, and Ash introduces himself and Pikachu, and Dawn does the same. The woman then introduces herself as Yukari, just as Brock slides over to her and starts to perform his usual romantic introduction bending down on one knee. This is stopped by Croagunk who punches his back and causes him to fall over. Yukari explains that she is on the search for Bird Pokemon, and Ash and Dawn worry that their noise may have scared them off but Yukari tells them not to worry about it, and they can come along with her if they want.

Soon after, we find the group along with Yukari hiding in a small group of bushes, with Yukari looking through her binoculars at a bird's nest in a tree. The nest is mysteriously empty however, which she tells Ash as she lets him look through them too. Yukari explains that she thinks that something may be scaring off the Pokemon, or that something is effecting the habits of all the bird Pokemon around this forest as things seem to be disturbed.

Ash and Dawn both promise Yukari that they and their Pokemon will help her get to the bottom of the mystery, and Yukari gives them her deepest thanks. They continue to look through the forest, which is deadly silent. Starly then flies down, as Ash had sent it to go look for any mysterious things going on, or any sign of what may be happening in the forest. Ash asks if it found anything, but Starly shakes its head. Ash smiles and thanks it for doing its best, and then asks if it will go out again for another look just to be sure. Starly nods and pats its chest, beforeflying off.

Elsewhere, a group of Swellow in the forest are flying through the air without a care in the world. Suddendly however, the lead Swellow spots a huge net in front of them suspended in the air. Before it can stop however, the entire group of Swellow hit the net and get stuck fast on its sticky surface. The net then falls down, throwing the Swellow into a deep pit where they become trapped. Watching all of this is Team Rocket, who smile smugly at their latest trap. Not only has it been hugely successful, it requires almost no effort at all. As they talk, we see all the various Pokemon that they have captured locked in cages as the Swellow just caught fall into a cage which locks shut.

Thinking of all these Pokemon and what they could do with them, Meowth starts to daydream about how they will give all of these Pokemon to Giovanni as a present and what he could do with them. In the daydream, Giovanni is bored and wants to get out of his stuffy mansion. At this moment, a large group of bird Pokemon appear. They hen fly Giovanni in the air as he sits in his armchair suspended by rope held by the Pokemon. At this fantastic present, Giovanni decides to promote Jessie, James and Meowth which leads to a cheer from the three and Wobbuffet.

Back with the Pokemon, we find Starly flying behind another group of Swellow as they fly through the air. Once again, all of the Pokemon do not notice the net before it's too late and find themselves being caught and flung into the hole and into the cage. As Starly comes to after the fall, it finds itself surrounded by fellow bird Pokemon that have also been caught including Natu, Fearow, Pidgeot and Swablu. Outside of the cage, Meowth watches the Pokemon try to escape and laughs, telling them that it's useless to try to get free, and they'll be in the hands of his boss, Giovanni, soon enough.

Back with Ash and co., we find Ash worrying as to where his Starly has gone... it should have come back by now. Yukari tells him that she has a hunch as to where all the Pokemon have gone, and points towards a split in the mountain range around the forest. Ash clenches his fist, saying that no matter what. he's going to get Starly back.

Due to how easy it has been to catch all of these Pokemon, letting the net do all their hard work, Jessie and James are taking their time and relaxing with some tropical drinks. The group the argue as to who is going to keep checking on the Pokemon, and play Rock-Paper-Scissors to decide. Meowth chooses Rock, while Jessie and James choose Paper meaning that Meowth is the loser. Stripping off, Jessie and James reveal swimsuits underneath their uniforms. Watching all of this is Ash and co. who recognise Team Rocket instantly. At that moment, a Pidgeot gets caught on the cage and Ash tells Pikachu to go and free it. Pikachu does so, and the Pidgeot flies over to them to greet its saviors. Ash tells Pikachu that it's up to them to save Starly and all the other Pokemon that Team Rocket have caught, and tells Pikachu to go with Pidgeot to round up all the other in the forest.

Back inside Team Rocket's underground prison, Cacnea, Carnivine and Seviper are guarding the door to the prison room, and Meowth enters holding a ring like object wondering which Pokemon should he send first as a present to Giovanni. He finally decides on a lonely Swablu, capturing it in the ring and serving as an example to all the other Pokemon to not try to escape. A Hoot-Hoot however, has another ideas and uses Hypnosis on Meowth to put him under its power. Starly then jumps forward, and tells Meowth to let Swablu go and to release all the Pokemon. Meowth, hypnotised, does so, opening all the cages. Outside, Team Rocket have fallen asleep in the sun and Ash and co. decide to take this chance and slide down the cliff to Team Rocket's little base. Underground, the Pokemon are busy trying to dig their way out of the prison, with Meowth helping. Ash and co. finally get underground, and discover several camera monitors showing the Pokemon, and Team Rocket outside.

Through the monitors they watch as a huge flck of bird Pokemon along with Pikachu appear over the horizon, waking Team Rocket up and smashing through the massive net with their sheer size and number. Team Rocket jump inside the building and onto two chairs in front of a control panel. Jessie tries to call down to Meowth through an intercom, but Meowth is still in a trance and helping some Natu escape from the prison. With the last few Pokemon leaving, Hoot-Hoot breaks Meowth free from its power and flies out, leaving Starly alone with Meowth who is busy freaking out at all the missing Pokemon. Meowth realises that Starly must have had something to do with the released Pokemon, and calls on Cacnea, Carnivine and Seviper to come deal with Starly. At this, Ash and co. appear and Ash congratulates Starly for helping all of the Pokemon escape and is happy to see that it is okay.

Jessie above isn't happy however, and she and James pull a lever which causes the ground surrounding the base to crack. Then, a huge wooden mecha with the base as its head bursts out of the ground and releases a ladder for Meowth and their Pokemon to grab. The mecha tries to grab all of the Pokemon flying around its head but to no avail. Meowth enters the control room and explains that somehow, due to Meowth not remembering the trance, all the Pokemon were released thanks to Ash and his friends. Jessie screams and smashes a button on the panel, which releases two huge nets on the mecha's arms. Ash tells Pikachu to use Thunderbolt on the mecha, but the attack fizzles out and does nothing. Jessie taunts Ash, and proceeds to try and step on him using the mech's giant foot. Ash runs out of the way however, and the foot smashes into the ground which breaks under the mecha's weight.

The mecha then sinks into the ground before smashing under the pressure. Team Rocket then emerge from the rubble of the mecha, and sh tells them to give it up. They then recite their now usual motto, and at the end Ash tells Starly to attack them. Jessie throws out Dustox, telling it to use Whirlwind to blow Starly away. James jumps in and tells Cacnea to use Pin Missile on Pikachu, who jumps out of the way in time. Brock sends out Bonsly, who is again blown away by Dustox's attack. Bonsly's tree branches start to glow however, but Jessie tells Dustox to attack again. Bonsly gets up however, and its branches glow again and copies Dustox's attack using Mimic. Jessie becomes angry, and tells Dustox to use Psybeam.

Bonsly dodges again and uses Psybeam itself, smashing into Dustox and sending it falling to the ground. Team Rocket then order all of their Pokemon to attack, which prompts Ash, Dawn and Brock to pull out their Pokeballs to counter them. However, Starly swoops in front of them and flies into the air while glowing... Ash wonders what is happening, and as the shining light fades, he sees that Starly has evolves into Staravia! Swoping around and down, Staravia starts to glow again and smashes right into Team Rocket and sends them blasting off again.

Now that everything is right again, Yukari congratulates Staravia for evolving, as all the bird Pokemon fly off and Hoot-Hoot bid Staravia a fond farewell.

The episode ends with the group saying goodbye to Yukari, as they run off following Staravia flying through the forest.

Thanks to Alfonso for writing this for us