Ash has defeated Noland at the Battle Factory, and he and his friends are headed for the Battle Arena. Ash holds his Knowledge Symbol in the air and stares at it. May, Max, and Brock are exhausted from walking. They want to stop for a break. Ash tells Max that they are not stopping for a break because the Battle Arena is nearby. A bit later, Ash is very tired from walking. The Pokémon are let out from their Pokéballs. Ash is sitting gloomily on the ground. He really wants some water. May gets out her water bottle, but there isn't any water in it. Brock suggests that they go find some water. Ash climbs back up to his feet. Brock tells Max to stay behind and feed the Pokémon while him, Ash, and May look for water. Max agrees to this. Ash tells Pikachu to help Max with his job.
Mudkip jumps across a few rocks in search for water. Ash slumps down with complaint because he can't find any water. May thinks that Ash should have been left behind instead of Max. After a bit more searching, Mudkip finds a nearby river. Meanwhile, Max has just finished preparing the food for the Pokémon. He tells them to take their fair share of food. Then Max walks behind a rock and takes a nap. Pikachu tries to calm the hungry Pokémon down. Apparently, Munchlax has eaten all of the food. Squirtle cries in hunger. Pikachu runs away to find Max. Corphish, on the other hand, is angry at Munchlax. It begins to yell at Munchlax, but Munchlax falls asleep. Diasappointed at Munchlax, Corphish fires a Bubble attack at Munchlax. Munchlax dodges the attack, and the bubbles hit Squirtle instead. Squirtle uses its own Bubble attack on Corphish. Luckily for Corphish it uses Harden and blocks the attack off. Corphish is now the angry one. The two water Pokémon fire their Bubble attacks at their surroundings. The rest of the Pokémon run in horror as the two Pokémon fight each other. A cry coming from a Geodude sounds. The Pokémon sees a group of Geodude facing them. The Geodude surrounds the Pokémon with angry faces. Suddenly, the Geodude begin to use their Rollout attacks to chase the Pokémon. The Pokémon runs away as fast as they can from the Geodude. Corphish and one of the Geodude knocks into each other. Max wakes up from his short nap, and he sees the trouble. Munchlax has just been knocked off into the air to another place. Pikachu tries to wake Corphish up. Corphish immediately wakes up only to see the Geodude rolling towards them. Pikachu and Corphish run away from the Geodude with great speed.
Max calls out for the Pokémon. Forretress, Combusken, Grovyle, and Swellow head towards Max. Just then, Ash, May, and Brock walk towards Max. Max tells them that a bunch of Geodude attacked the Geodude, and now Pikachu, Corphish, and Munchlax are missing. Ash tells his friends that they have to look for them. Brock decides to stay with the other Pokémon incase the Geodude come back. He tells Ash to take Mudkip along because it is really good at finding things.
Meanwhile, a group of Geodude and Golem face an Onix. The Geodude rushes in and tells the Onix that intruders have been spotted. Team Rocket is spying on the rock Pokémon. Meowth assumes that Onix is their leader. He translates what the Geodude are saying. Apparently, the Geodude are telling Onix that a few Pokémon have intruded. Team Rocket concludes that the intruders were Ash and co.'s Pokémon. Jessie thinks that they should convince the rock Pokémon that Pikachu is the enemy.
Team Rocket walks up to Onix and the other rock Pokémon. They tell Onix that they have some news about Pikachu and the other Pokémon. Meowth tells the Onix that the Pokémon belong to Ash and his friends, and they want to steal the Pokémon in Onix's kingdom. Onix imagines a short guy with a beard stealing the rock Pokémon. Team Rocket finally tells Onix that they have to stop Ash and co.'s Pokémon before it is too late. They tell Onix that Pikachu must be captured and brought to them. Onix roars and all the rock Pokémon disappear in a puff of smoke. Team Rocket is happy that they convinced the rock Pokémon to capture Pikachu and its friends.
Ash and co. continue to look for their Pokémon. Max is worried that the Pokémon are gone, and that he is responisble for this. Ash tells Max not to worry as their Pokémon couldn't have gone too far. Meanwhile, Corphish and Pikachu are walking along the road. Phanpy and Squirtle are in the flowers. Phanpy meets up with Squirtle. Squirtle spots a large flower ahead. Squirtle gazes at the large purple flower. Suddenly, a Beedrill pops out from the center of the flower. It heads straight for Squirtle which makes Squirtle cry. Phanpy walks ahead of Squirtle and uses Hyper Beam. The attack hits Beedrill, and Beedrill flies away. Phanpy sighs. It sees Squirtle playing in the flowers. Suddenly, a herd of Beedrill comes flying in towards them. Phanpy screams. It picks up Squirtle and runs off. Squirtle is angry at Phanpy for running off with it. Squirtle looks behind and sees the herd of Beedrill chasing them. Now Squirtle is scared and it tells Phanpy to run faster. Meanwhile, Corphish and Pikachu continue their search for Ash. Phanpy and Squirtle comes running in. Pikachu and Corphish waves to them, but Phanpy and Squirtle runs right past them. The Beedrill faces Pikachu and Corphish. Corphish uses Bubble on the Beedrill, and Pikachu finishes them off with a Thunderbolt.
Brock is getting a bit tired from waiting. Thinking that something might've happened, Brock decides to search too. Suddenly, he hears a loud rumbling. The same group of Geodude pops out from the ground and surrounds Brock. Brock realizes that it is the same group that Max was talking about earlier. A cage drops down on Brock, trapping him. Jessie walks up to Brock. Brock realizes that Team Rocket is behind it. Meanwhile, the Pokémon are walking along when a few apple cores falls down from a tree. The source of the apple cores is Munchlax who is happily eating some apples. The same rumbling happens causing Munchlax to fall out of the tree. A group of Golem and Graveler pops out from the ground. The Pokémon scream in horror. They run away with the rock Pokémon chasing them. They run close to the river. Corphish gets an idea and tells Pikachu. They jump onto a log that is in the river. With Corphish pushing the log they float away. Because the rock Pokémon are weak against water, they stop chasing Pikachu and its friends. Corphish isn't paying attention, so the log bumps into a rock. They fly into the air and land into the water. Then they float down a waterfall and down the river.
The Pokémon are exhausted from their long run. Suddenly, the group of Graveler and Golem surrounds them. A cage falls down, trapping them. James appears with a laugh. Phanpy wants to fight James. All the Pokémon use their attacks, but the cage still stands. They are worn out from their lost of energy. James says that the cage was built to absorb the attacks. The Golem and Graveler takes the cage away. The cage is brought back to the rock Pokémon's base. Brock's cage lies their as well. Meanwhile, Ash, May, Max, and Mudkip are at the bottom of a cliff. Mudkip has sensed something from the top of the cliff. Ash begins to climb the cliff. He reaches the top and sees Brock and the Pokémon trapped in cages. Onix and the other rock Pokémon are there too. Ash hears a scream. He looks down and sees that May and Max have been trapped in a cage. Meowth laughs. The cage is brought up to the top. Team Rocket appears infront of them. They begin to say their motto. When they are done with their motto, they plan to steal Pikachu and the other Pokémon. Ash and co. are angry at this. Ash, untrapped, runs up to the Onix and tells it that Team Rocket has been telling lies. Meowth tries to tell the Onix that Ash is lying. Ash and Meowth go at each other to try to convince the Onix that they are each telling the truth. Onix tells everyone that whoever can beat him in a battle must be telling the truth. Ash gladly accepts the battle.
Ash chooses Grovyle for battle. Onix starts off with an Iron Tail, but Grovyle dodges with Quick Attack. Grovyle slams into Onix, but Onix's hard body prevents Grovyle from doing any serious damage. Onix tackles Grovyle, sending it to the back of the cliff. Brock tells Ash to be careful because of Onix's high level. Grovyle uses Bullet Seed which deals some damage on Onix. Onix tries to bind Grovyle, but Grovyle dodges the attack. Then Grovyle fires a Bullet Seed at the top of Onix's head. Then it finishes the battle off with a Leaf Blade. Team Rocket is getting a little worried. James suggests that they just take Pikachu and leave, but Jessie doesn't like his idea. Meowth thinks that they should capture the Onix instead. Team Rocket comes out with a mechanical vehicle. Team Rocket throws a large rock at Onix. Grovyle quickly uses a Leaf Blade on the rock, splitting it into four pieces. Onix is angry now. It commands for the rock Pokémon to break the cages. The rock Pokémon successfully break the cages. Ash's friends and the Pokémon are now free. May notices that the rock Pokémon are protecting them instead of attacking them. Brock says that Onix must have realized who the villians really were. Max mocks Team Rocket and their mechanical robot. Team Rocket are a bit mad by this. Meowth presses a button and water is released from the water. All of the rock Pokémon are knocked out because of their weakness to water. Two mechanical arms are then stretched out. The arms grabs Pikachu and Onix. A Chimecho balloon is inflated, and Team Rocket sets off. Meowth begins to celebrate until he realizes that the rock Pokémon are holding Onix back. Mudkip uses Water Gun on the robot, Corphish uses Bubble to break apart the mechanical arm that was holding Pikachu, Squirtle uses its Bubble attack destroy the second mechanical arm, and finally Pikachu uses Thunderbolt. A final Iron Tail from Onix blasts Team Rocket off again.
Ash and co. are now on top of Onix's head. They are heading straight for the Battle Arena. The other rock Pokémon are following Onix because they are so loyal to it.
