On the way to Fallarbor Town and May's next contest, Ash and co encounter a rare Bagon and it's trainer, a girl named Michelle, who is trying hard to make Bagon's dream of flying high come true. So Ash challenges her to a battle to get it to evolve faster. Will his plan work? And what could Team Rocket do with a Bagon anyway?
The gang is traveling near a mountain slide and Ash spots a Bagon. The gang comments on Bagon, but Bagon strikes. The gang flees, so the Bagon destroys a rock. Ash brings Taillow and Bagon chases it. Bagon uses the attack, so Taillow stops in time from getting hurt. Bagon smashes the rock and Taillow uses Wing Attack, but a woman appears, calculating Taillow's moves, ordering the Bagon to move, so Taillow misses. The woman accuses them of attacking Bagon, but when the gang explains that Bagon attacked them first, she realizes she was wrong.
The woman's name is Michelle. Bagon strikes the rock again, with Michelle calculating the moves and catches it. Michelle thinks that the Bagon wants to fly when it falls down to destroy the rocks. Ash and May feel the same way Bagon seems to. Brock tells that the Bagon evloves into Shelgon then into Salamance and as Salamance, they can fly. Ash then advises to Michelle that they have a battle to make Bagon evolve sooner. Team Rocket spies and Meowth imagines that their boss would build a base in a jungle and to avoid heat, he'd use Bagon to drink milk off a coconut.
Ash sends Pikachu to fight and orders to use Quick Attack, but Michelle's calculations make him attack the head, so the attack failed. Bagon uses Skull Bash, so Pikachu evades, but Bagon changes coordinates. It almost hit Pikachu and it destroys a rock instead. Pikachu uses Thunderbolt, but Bagon dodges the attack and uses Skull Bash, hitting Pikachu. Pikachu stands up, surprising Bagon and Michelle. Pikachu uses Thunder, so Michelle analyzes Bagon cannot dodge, so Bagon goes straight to Pikachu. Pikachu uses Thunder, hitting Bagon.
Bagon attacks with Skull Bash, but before it hits him, Pikachu dodges. Pikachu uses Thunderbolt, but Bagon dodges and uses Skull Bash. Pikachu uses Iron Tail to deflect the attack. Team Rocket appear in a helicopter and Meowth has a jetpack Jessie controls, so Meowth grabs Bagon. Ash sends Treecko and it uses Bullet Seed, making Jessie's remote fall down and Meowth spin around. Meowth disappears and James goes after him. Jessie and James use a giant net to get Bagon and Meowth, but Meowth changes direction, so he hits a tree. The gang searches for the Bagon. Michelle is impressed by Ash's Pokémon, how well trained they are. Ash gives her advice that the Pokémon will learn the attack sooner if both the trainer and Pokémon want to.
Jessie and James have appeared near Meowth and Bagon. Bagon tells Meowth it wants to use the jet pack to fly, so Meowth remembers well that he practiced human speech, so he encourages Bagon not to give his dreams down. Jessie and James are disappointed when they hear so much encouragement. Meowth reminds them that if the boss were in a helicopter, the Bagon (flying) would open the coconut. The gang appears and Pikachu uses Quick Attack, tackling Team Rocket. Bagon is safe, but Team Rocket has capture Pikachu, but Bagon, along with Treecko, decide to fly (using jet pack) to free him.
Bagon goes through the helicopter, leaving Treecko inside. Jessie brings Seviper, but its size is too big. Meanwhile, Bagon trashes the helicopter and Treecko uses Bullet Seed. Pikachu is free and he uses Thunderbolt to blast 'em off. At the end of the day, Bagon evolves into Shelgon.
- Featured Pokémon: Grovyle, Lotad; Nincada, Treecko
- This episode was the first of four in the seventh season to have their Japanese and English air dates one year apart.
- Michelle mentions in the beginning of the episode that Taillow's speed is 85, which happens to be its actual base speed in the games.