Ash and Dawn eat the delicious cookies of the Twinleaf Festival. Johanna and Brock warn them they might eat more than they should, but they ignore them. Ash charges and bumps into Barry. Ash asks him why is he here, so Barry reminds him he is in his home town for the Festival. Johanna tells Dawn that Barry's father and she are friends. Barry challenges Ash to a battle, as he wants to prepare for the Pokémon Battle event. Barry tells Dawn is a referee and Ash and he go. Johanna thinks it is a good idea, as she could learn a thing or two for her challenge.
Sayer reports that one of the salesman got ill, so Brock volunteers to step in. Pikachu uses Quick Attack, so Heracross retaliates with Horn Attack. Ash remarks Barry's strength and Barry is surprised to see a Xatu. Barry and Heracross go towards the Xatu. Barry tells them he is sure that he saw it sometime ago and suddenly, they encounter a circus. Barry recalls he came here, but he was too young to enter. A clown comes out and invites them in. A blinding light affects them and a moment later, Ash is lying on the floor, without his Pikachu or Barry and Dawn. He sees that every Pokémon is gigantic, leading him to believe he is smaller. He runs from a group of Mightyena and falls down in a hole. The Mightyena go away, so Ash goes to find the others, while he also sees a Natu.
Dawn is in the same problem and sees a Natu as well, who goes away. Dawn goes to send a Pokémon, but the Poké Balls do not react. Barry is glad to enjoy this moment and sees a Natu. He goes to get Heracross, but sees it is not present. Meanwhile, Brock is in charge of a stand. He sends his Pokémon to help out. Brock hits a Camerupt target and encourages the customers to go play the game. Team Rocket promotes their own game, which is to get the Goldeen. Some boys try to, but the nets are ripped. A man comes to try and James suspects he is good, as he might be the Goldeen Scoop Master.
Barry came to a giant tree and recognizes it is the spot where he caught the Heracross. He sees some honey and paints the tree with it and soon a Heracross comes. Barry realizes he shrunk and sees Natu once more. Ash, meanwhile, steps on a Spearow and gets chased. Still, Pikachu electrocutes the Spearow and gets Ash on him,as more Spearow chase them. Pikachu stops and Ash gets thrown away, so Pikachu gets the Spearow away with Iron Tail and Thunderbolt. They go away and soon Ash and Pikachu see the sun comes out of the clouds. Dawn searches for anyone and gets dragged to the Ariados, as they use String Shot on her. Fortunately, Piplup's BubbleBeam chases them away. With another BubbleBeam, Piplup gets Dawn down. The Ariados use Poison Sting, so Piplup uses Bide and takes the damage back.
Brock does not have much business, while the Goldeen Scoop Master has got a lot of Goldeen, angering Jessie and Meowth. As the Scoop Master goes to get the rest, James goes to ten minutes that the one who gets the most Goldeen (without ripping the net) wins the rest of the Goldeen. Ash rides Pikachu and sees Natu again. He recalls Natu evolves into a Xatu, so they go after it, hoping to get answers. Piplup swims with Dawn and they go after Natu, who runs away. James and the Scoop master try hard, but the Scoop Master's net gets ripped, so he gives his Goldeen away. This inspires the crowd to play more.
Barry, Dawn and Ash bump into each other and get a headache. Thoguh happy to see everyone, they see Natu wants their attention and they see the circus. A moment later, Natu is gone and a Camerupt charges. Piplup's Whirlpool and Pikachu's Thunderbolt do not do a thing to Camperupt, so Barry tells them they need to hit by its side, on the rings. Heracross hits a ring using DoubleEdge, Piplup uses BubbleBeam and hits another ring and Pikachu's Thunderbolt hits the final ring. Natu appears and a bright glow emerges from it, as they find themselves on the same place where the circus was, but it is gone.
Barry goes after Xatu and bumps into a man. The man recognizes Barry, as he is his father, Palmer. Sayer is pleased Team Rocket got so much business and so are Team Rocket. Palmer is told what happened and asks Barry if he belives if it was a dream. Palmer explains Xatu can see the future through the past, so Dawn, Ash and Barry have remembered what happened when they first met their Pokémon. Dawn asks Barry how he knew that they needed to hit Camerupt's rings. While Barry does not know, Brock is still bored, as nobody visited his stand.
- Professor Oak's Pokémon lecture: Castform.
- Professor Oak's lecture returns after a ten episode hiatus. Interestingly, it returns one episode after Professor Oak makes an appearance in the anime.
- The dub title of this episode is a play on The Beatles song and album, "Magical Mystery Tour".
- During the flashback of when Barry caught his Heracross, he was wearing a straw hat. In a flashback in The Ties that Bind, Ash was wearing a similar straw hat. In both flashbacks, both Ash and Barry were beginning Pokémon Trainers, and trying to catch Pokémon (Ash was fishing, and Barry was slathering Honey on a tree).
- Nidoqueen's lower jaw is colored blue instead of cream.
- In one scene, the Poké Ball symbol on Dawn's hat is darker than it should be.
- In that same scene, one of Dawn's yellow hair clips is missing.
- In the during the part were Pikachu stops the spearow just like the first episode of Pokemon, He did not learn iron tail in the first episode, But he did use thunderbolt.