Ash and co. are continuing their way towards Pewter City and the Pewter City gym. Max can't wait to see Brock's Onix, Crobat, and Ludicolo. May thinks Brock's mom must be a very good cook just like Brock. Brock says that her mom isn't the type who likes to cook. Max asks Brock why he is the good cook in the family, and Brock replies that everyone has to eat. When they arrive at the gym, they notice that the outside scenery has changed. The Pewter Gym is surrounded by flowers and other happy stuff.
Brock's many brothers and sisters come out to greet Brock. Brock is happy to see them all. Then Brock asks them what happened to the gym. One of Brock's brothers tells him that a few gym remodelers asked Dad and Mom if they wanted to bring the gym into the modern world. Of course, Brock's mom was into it, and with a bit of a push, Brock's dad decided to go for it too. Brock's brothers and sisters want Brock to save the gym. Apparently, Brock's parents are on a vacation to a tropical island. Brock is calling to the airport and is speaking to his mother. He is angry at his mother for breaking their tradition. Brock then sees that his mother is bringing Ludicolo along. Before Brock can say anymore, they hang up on him.
Team Rocket gives Brock's mother and father the tickets to the plane. Brock's parents tells Team Rocket to have a fun time remodeling the place. Meowth tells them to have a good time on their "second honeymoon." Then Brock's parents fly away. With them out of the way, Team Rocket is free to do whatever they want. Jessie and James notice that the Pokémon in the gym are raised quite well. They want to steal all of the Pokémon in the gym.
Brock is still disappointed about the whole fashion thing with the gym. He doesn't understand what fashion has to do with a Pokémon gym. Max has read the Trainer's Magazine before, and he doesn't recall any section talking about fashion. Ash thinks that there is something strange about the whole thing. They walk into a room, and a Steelix appears and picks up Brock. Brock takes a look at the Steelix and notices that it is his Onix from before. Brock is happy that Forrest, his brother, was able to evolve Onix to Steelix. Brock's other Pokémon come out as well to greet Brock. Brock thinks that Forrest will soon become a great breeder like him. Brock looks around the room. Lots of roses and other drawings fill the room's walls. The Pokémon hate it too. Brock wants to fix things up once and for all.
Lunch time has come. Brock has prepared a special meal for everyone. Team Rocket is outside. They are surprised that Ash and co. are there too. Jessie realizes that Brock must be the older sibling of his brothers and sisters. Brock asks his brothers and sisters what the remodelers looked like. They say that there were three of them. A woman, man, and one that talked in a funny way. Hearing this, Jessie and James think that they should change Meowth's costume because they can't afford to get caught. Brock says that he will get to the bottom of this. The Team Rocket Delibird flies down towards Jessie, James, and Meowth. Delibird hands them two Pokéballs, and then it flies away. In an open area, Jessie and James throw the Pokéballs. Out comes Charizard and Aggron. Jessie thinks they should battle Ash and co. They know they will win with these powerful Pokémon. Meowth adds in that they will steal all the other Pokémon too when they do win.
Team Rocket walks into the gym. Brock greets them. Brock's siblings tells Brock that those are the remodelers. Jessie and James know that Brock wants them to undo their remodeling. Jessie challenges them to a battle. If Brock wins, the remodeling will come to an end. If Jessie and James win, then they will continue to remodel the place. It will be a tag battle. Ash decides to be Brock's partner for the battle. He says that they will win for sure. The battle will also be a good warm up for his Battle Pyramid challenge.
The battle begins. Brock sends out Steelix, and Ash sends out Donphan. Max says that those Pokémon will be good in the battle since they are both ground types. Jessie sends out Charizard, and James sends out Aggron. Charizard starts the battle off with Flamethrower. This fire attack weakens Steelix since Steelix is weak against Fire types. Donphan uses Take Down to tackle Charizard. Then Aggron uses Mega Punch on Donphan. Donphan is sent back into a rock. Steelix comes in with Bind, but Charizard uses Fire Spin to counter. Donphan uses another Take Down, but Aggron counters with Hyper Beam. Donphan slams back into Steelix.
Ash and Brock need a new strategy. This time Donphan starts off with Rollout. Steelix follows Donphan from behind. Donphan slams into Charizard. Because Charizard is weakened, Steelix hits Charizard with Iron Tail. Then Steelix wraps Charizard in a bind. Brock's siblings cheers for Brock. Jessie gets angry at James for not doing anything. James tells Aggron to use Hyper Beam. The attack hits Steelix directly. Steelix releases Charizard. Charizard uses Flamethrower, but Steelix dodges the attack and counters with Dragonbreath. The attack hits Charizard. Then Donphan uses another Take Down on Charizard to hurt it even more. Aggron fires a Water Pulse at Donphan. Donphan is damaged by the attack. Aggron fires another Water Pulse towards Donphan. Donphan uses Defense Curl, and Steelix uses Iron Tail on Donphan. Donphan is thrown up into the air avoiding the attack, but Steelix takes the hit from the Water Pulse. Donphan then uses Rollout on Aggron.
While Team Rocket is busy, Meowth decides to sneak away. Max notices that Meowth is sneaking out. Meowth is in a room bagging all the Pokéballs. Max comes in stop him. He notices that it is Team Rocket's Meowth. Aggron uses Mega Punch, and Charizard uses Fire Spin. Before Aggron can hit its opponents, Charizard's Fire Spin accidently hits Aggron. Aggron and Charizard face each other. Jessie and James get angry at each other for messing up. Charizard uses Flamethrower, and Aggron uses Hyper Beam. These attacks blow a hole right through the gym's wall. When everything is settled, Jessie, James, Charizard, and Aggron are all burnt. Jessie and James's disguises are burned off. Ash and Brock recognize Team Rocket immediately.
Meowth runs out with a bag of Pokéballs. Max says that Meowth stole the gym's Pokémon. Forrest sends out Geodude. Geodude uses Tackle on Meowth. Meowth drops the bag and the Pokéballs roll out. Brock is angry at Team Rocket for tricking them. Team Rocket says their motto. Forrest is mad at Team Rocket. He tells Geodude to use Sandstorm. Geodude whips up a powerful Sandstorm to slow Team Rocket down. Charizard uses Flamethrower, and Aggron uses Hyper Beam. Steelix dodges and uses Iron Tail. Geodude uses Mega Punch. Steelix hits Aggron with Iron Tail, and Charizard is hit by Geodude's Mega Punch. Then Pikachu uses Thunderbolt, Donphan uses Hyper Beam, Steelix uses Dragonbreath, and Geodude uses Sandstorm. These four attacks combined blasts Team Rocket out of the gym.
Brock's parents arrive home. Brock yells at them and says that they need to talk. Brock explains to them that the remodelers were actually Team Rocket. Brock's parents never knew and they apologize. Brock decides to forgive them this time, but he doesn't want it to happen ever again. Meanwhile, Team Rocket is stuck in a tree. Delibird flies down to them. It wants the Pokéballs back. Jessie and James hold out the Pokéballs and Delibird takes them. It says that the Pokéballs were meant for Cassidy and Butch. Jessie gets angry at Delibird. She at least wants it to help them down, but Delibird just flies away.
Ash and co. depart the gym. They wave goodbye to Brock's siblings, mother, and father. Now that Ash and co. are done with the Pewter Gym, their next visit is the Battle Pyramid where Ash hopes to win his seventh symbol.
