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Still on their way to Violet City, Ash & Co. have gotten themselves lost in a forest. Ash runs off telling Brock and Misty to follow him, asking them to trust him. They don't seem convinced, but follow him anyway.

Night, and they are still lost in the forest. Misty asks where they are, so Ash finally admits that they are lost. Misty comments on how spooky it is, when the moon is eclipsed by the clouds and an eerie wind begins to blow. They hear a ghostly moaning coming from further into the forest. Ash shouts into the forest for whoever is making the noise to come out. Suddenly something happens, and the trees all seem to have scary faces on them. They try to run, but keep coming across more trees. A Hoothoot then appears, it's glowing eyes returning the trees to normal, much to the gangs relief. Ash begins to wonder what happened, when a voice behind them remarks that it was nothing. Turning around they notice it's Gary. He tells them that what they saw and heard was just an illusion, then pets the Hoothoot on the head, telling it that it did a good job. Ash looks Hoothoot up in his PokéDex. Gary remarks that Ash is unprepared as usual, and tells him that he will need a Hoothoot to get through the forest. Ash asks him why, to which Gary responds that if they don't, they will be lost in the forest forever. Misty asks how they caught up with him, if he weren't lost in the forest. Gary explains that he has been catching so many new Pokémon that he must have lost track of time, and that as soon as he got to the forest he realised he needed a Hoothoot, so he went and got one. He then leaves with the Hoothoot. Ash & Co. decide that if they want to get through the forest, they will need to follow Gary's advice and get a Hoothoot to help them. They set off to find one.

After looking for a Hoothoot for quite a while, Ash begins to think that they will never find one, when one appears standing in front of Misty. She tried to edge away from it, but it keeps following her, rubbing up against her leg. Ash tells her not to worry as it is just saying hello. He then bends down to the Hoothoot, which jumps up onto his head and begins pecking him. It then jumps off and runs away. They run after it, and soon reach a huge stone arch. Ash wonders what it is, but Brock begins to question if it's really there at all. The Hoothoot continues to run, so they keep following it, leaving the stone arch. Getting tired, Ash orders Pikachu to stop the Hoothoot by using Thundershock. Before it can do so, the Hoothoot, hearing this, flies at Ash & Co. Landing on Ash's head and begins to Peck him again. Ash runs around trying to shake Hoothoot off, when it stops, jumps down again and hops over to an old woman. Brock thinks it's another illusion, asking if Ash has ever seen anything that ugly before in real life. The woman, angered by the comments, shouts at them both. Misty asks her if she is really real, which the woman confirms, introducing herself as Hagatha, and telling them that they will need her if they want to get out of the forest.

A little while later, Hagatha explains to them that she runs a business renting Hoothoot out to trainers wanting to make their way through the forest. She tells them that Hoothoot help people get past the mischievous Pokémon in the forest that make people see things, as they have to ability to see through the illusions. Ash asks if she would allow them to rent one. She says that they can, but that there is one little problem. The Hoothoot they had been following is the only one she has left. Brock asks what's wrong with it, so she explains that the Hoothoot in question has never guided a single person safely through the forest. She goes on to tell them a story about one trainer who insisted on taking that Hoothoot with him. After wandering for three days in the forest, he finally made it back to her, half starved. Since then she has kept that Hoothoot with her. Misty asks what they are supposed to do, so Hagatha tells them that there should be some of her Hoothoot returning to her the next day and asks them to wait until then. Ash insists that they get going or else they will never be able to catch up with Gary. He then says that all the Hoothoot needs is a good trainer like himself. Misty tells him to be careful as he picks the Hoothoot up. He tells her that he will be fine, but the Hoothoot jumps out of his hands, hits him on the head, runs over to Misty and sits on her knee, happily flapping it's wings. Hagatha explains that since she was the one to train Hoothoot, it only likes pretty girls. Ash says that it's a shame there aren't any around, angering both Hagatha and Misty.

Elsewhere in the forest, Team Rocket are also lost. As they try to think of a way out of the forest, they notice Ash & Co. wandering about with Hoothoot.

Walking through the forest, Ash & Co. come across the place where they first saw the illusions. Hoothoot begins to shiver. Ash wonders if it's scared, which seems to anger it. Misty asks it what's wrong, when the air around the gang fills up with floating blue fireballs.

Hiding behind a tree, Team Rocket notice Ash & Co. waving their hands in the air at seemingly nothing.

Back with Ash & Co. Ash asks Hoothoot to do something. It turn away from him. Misty then asks. Hoothoot tries, but the fireballs stay where they are. Ash tries to encourage it, but it isn't until Misty joins in that it tries again. Suddenly the fireballs move together and merge, forming one giant, evilly-grinning fireball. This scares Hoothoot, causing it to run away. The fireball advances on Ash & Co. causing them to run away after Hoothoot.

Behind the tree, Team Rocket are bemused by Ash & Co's very odd behaviour.

Catching their breath in a clearing in the forest, Ash shouts at Hoothoot for running away and leaving them. Misty tells him to leave Hoothoot alone, reminding him that Hagatha had warned them. Ash, angered by Hoothoot's behaviour, picks it up and tells it to get serious. Brock tells him that it is doing the best it can, but Ash says it isn't. He continues, saying that they need to get out of the forest, and that Hoothoot needs to start acting like a real Pokémon. Misty tries to interrupt him but he cuts her off, saying that in can learn how to be a Pokémon, and that all it needs to do is try. It hops over to Misty. She asks it to help, telling it that if it helps them, it will be helping itself since, by guiding them through the forest, it will need to use it's special powers and once it does it will begin to become a much stronger Pokémon. It agrees.

Suddenly a rope appears and wraps around Pikachu, pulling it away. Ash jumps up, grabbing onto the rope. After hearing some familiar laughing, he realises who it is. Team Rocket appear in the tree reciting their motto. While doing so, they manage to knock Ash into a tree and off the rope, then place Pikachu in a box. Brock begins to wish that they were an illusion. Ash tells them to give him Pikachu back, but they refuse, jumping into a boat attached to a long rope and sailing away through the trees. That is until the rope snaps, causing them to drop to the forest floor, also causing the box Pikachu is in to fly into the air and be caught by Ash who lets it out. Team Rocket then challenge them to a battle for Pikachu and Hoothoot, sending Arbok and Victreebell out. Ash sends out Bulbasaur, but suddenly Hoothoot starts hopping around, hooting. Team Rocket turn around and notice a Dragonite. They order their Pokémon to attack it, but it dodges them and flies away through the forest. Ash & Co, unable to see the illusionary Pokémon begin to wonder what the Trio are chasing after.

Suddenly Ash & Co. are surrounded by multiple Ashs. Misty and Brock wonder which is the real one, with all of the Ashs claiming that it is them. Pikachu, getting confused, uses an electric attack, shocking them all and destroying all of the illusions, revealing the real Ash. He and Brock then notice Misty on the ground screaming, surrounded by illusionary Bug Pokémon. Hoothoot, scared, tries to run away again, but Ash tells it off, telling it that they need it as it is the only one who can save Misty; the one person who believes in it. It's eyes begin to glow red and the illusions disappear. It also reveals the trees to be full of Haunter and Gengar. They begin to create more illusions, but Hoothoot stops them. Ash then orders Bulbasaur to attack, hitting them with it's Vine Whip. Then he orders Pikachu to use Thunderbolt, scaring the Ghost Pokémon away. Grateful, Ash Picks Hoothoot up and apologises for being hard on it, but it pecks him on the head and hops over to Misty again. She says that Hoothoot may have been listening to Ash, but that it did it because it likes her.

Dawn, and Ash & Co. arrive at another stone arch, thinking it's the same one they saw earlier. They notice someone walking towards them and shout out thinking it's Hagatha. The woman yells at them, introducing herself as Nagatha, Hagatha's "more beautiful" twin. She takes them to a Videophone where they call Hagatha, letting her know they got through the forest safely. Later they wave goodbye to Nagatha and Hoothoot. And now, as they continue on their adventure, they have no illusions about the challenges that lie ahead.

On a "beach" somewhere, Team Rocket are just happy to be out of the forest, though they comment that the place they are seems like a dream. And as the camera pans out, it's revealed that they may not be out of the woods just yet.

This episode guide has been written by The Librarian.

Characters appearing in this episode

Ash

Misty

Brock

Jessie

James

Meowth

Ash's Pikachu

Pokémon appearing in this episode

• Pikachu belonging to Ash
• Meowth

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