Ash, Misty and Brock are on their way to Valencia Island to bring a mysterious Poké Ball for Professor Oak. They stopped at a grocery store to get their supplies for their trip to Valencia Island. Ash got back from buying his supplies saying that he got enough food for weeks. Misty asks Ash how long it will take to get to Valencia Island. Ash tells Misty that if they have to walk it should take a month to get there. Brock then turns his guide book and tells Ash that it would take less of a day if they go by blimp. Ash is happy to hear what Brock told him which he wish that he had a lot of money to go by blimp. Ash and his friends sees a peoples for the lottery which one of them stated that there is a grand prize which that a blimp will take them to Valencia Island. Ash decided to participate in the lottery which has happened that Ash has won the free trip to Valencia Island. Meanwhile somewhere in the forest, Team Rocket it trying to make contact with Giovanni.
Jessie, James and Meowth has been transferred to Team Rocket's deferrable demission known as the "Blimp Regrade". Jessie, James and Meowth are thanking Giovanni for their new mission after they broke contact with him. Later, Ash, Misty and Brock are heading to the blimp which Misty starting to wonder due to the blimp's appearance that it is save to fly in there. Ash tells Misty that it is save to fly in there. Two workers then appears and one of them evenly asks them if they are going to ride with the blimp. Misty asks then more about the blimp, which the workers explains the history of it. They are then getting pushed aside by Jessie and James in disguise and is taking them inside the blimp. Once inside the blimp, Ash and his friends are in shocked after seeing the quality of the blimp. Ash almost falls away from the blimp after the floor broke but got saved by Misty and Brock.
During dinner, the blimps starts to lose control of balance which they are Ash and his friends are wondering which person is controlling the blimp. After Jessie and James are asking Meowth about it, Meowth tells them that he has no idea either. Meowth then tells them that the blimp is flying on itself which all three are looking shocked and are heading to the control room. They see that nobody is controlling the blimp. After that the blimp has been flying out of hand, Ash and his friends has discovered that Team Rocket is behind all the trouble. During the battle with Team Rocket, the blimp has been heavily damaged and Misty is trying to save Togepi. After Team Rocket has been fallen from the blimp, Ash and his friends are trying to control the blimp so that they can land save on Valencia Island. After a lot of tries, Ash and his friends didn't land save but more crashed down to the airport of Valencia Island.
Because of the September 11 attacks this episodes name had to change from "A Scare in the Air" (The original title) to "Spirits in the Sky" (New title)
Though this is the start of The Adventures In Orange Islands, This episode's theme song is the Pokémon Theme for this and the next episode.
Not only is this episode the season premiere of the Orange Islands episodes but this is also the premiere English episode of the 2000s.