This episode is essential viewing because: Ash arrives at the Battle Factory and battles Noland's Articuno.

On their way to the Battle Factory, Ash and co have gotten lost. Max says the it may be just around the corner and Ash and Pikachu are cant wait to battle.

Theme Song.

Night time, and Ash and co are still lost. Brock suggests camping out but just as they are about to set up camp they notice that it has started to snow. Max comments that on a warm night it shouldn't be snowing. Suddenly they notice a shadow flying about in the night sky which turns out to be an Articuno. May checks her Pokédex for some info. Just then a plane comes and starts flying next to Articuno but something happens, part of the plane explodes and once the smoke has cleared both Articuno and the plane have disappeared.

On a cliff not too far away Team Rocket, looking for the Battle Factory aswell, have also seen Articuno. They decide to try to catch it for the Boss thinking that he could use it to cool down on a hot day and that he would be so grateful that they would get a raise. They start to hatch a plan to catch Articuno.

Meanwhile, after chasing after Articuno, Ash and co have found a Pokécenter where the can stay the night. Everyone is overjoyed, especially Brock who starts to hit on Nurse Joy. Max drags him away by the ear. Ash asks Joy for directions to the Battle Factory but Nurse Joy says that she'll tell him in the morning, after a good nights sleep.

Morning arrives and they ask again for directions but just as Joy is about to answer Scott appears and offers to take them there. They accept and are soon on their way in his sports car which he insists on driving as fast as possible.

They soon arrive with everyone feeling sick except Scott. They get out of the car and stand infront of the building admiring it. Soon they start to hear a rumbling coming from inside. The door bursts open and a tank like vehicle comes charging out and nearly runs them over. They start to hear someone shouting for help from inside and Scott tells them to use their Pokémon to stop the out of control vehicle. Ash sends out Grovyle and orders it to use Bullet Seed. May sends out Combusken and orders it to use Fire Spin. And Brock sends out Mudkip and orders it to use Water Gun. They all do so, and after the smoke has cleared see that the vehicle has stopped. Noland, the Leader of the Battle Factory, opens the top hatch and thanks them for their help. Ash asks what the vehicle is and Noland says that it is a steam powered machine called the Noland J9. Noland then asks what they think of it to which May replies that it is "Different". Just then someone runs up and accuses Noland of playing around with the vehicle, Noland then says that he wasn't playing and that its his hobby. The stranger then asks how that's any different and Noland says it just is. He then introduces the stranger as Surgie, his apprentice and then introduces himself to Ash and co. Ash immediately challenges him to a battle. Noland accepts.

Not far away, Team Rocket are planning to steal Nolands Pokémon and maybe even some machine parts.

Meanwhile, back at the Battle Factory its Pokéblock time for Noland's Pokémon. While his Pokémon are feeding, May's Munchlax comes out of his Pokéball and starts to eat the other Pokémon's food. May calls to him to stop but Surgie say that he has more that enough Pokéblocks to go around. Ash asks Noland if all the Pokémon belong to him, which Noland confirms saying that the more Pokémon he has, the more kinds of battles he can have. Noland then asks Ash to choose the Pokémon he wants to battle against. But he just cant decide. Max then notices Munchlax run off with a bowl of food that a Ryhorn and Sandslash were sharing. He and May run off after it.

On the roof of the Battle Factory, Team Rocket are admiring Nolands Pokémon and thinking of ways to steal them. Unfortunately Meowth has a plan.

Still looking for Munchlax, Max and May find an old hanger like building. They go and look inside. Inside the hanger they find Munchlax eating the food ontop of an old crate. Then Max spots a plane further inside the hanger, and its just like the one the saw the day before. Suddenly a strange light comes from behind Munchlax. Slowly Articuno rises, knocks Munchlax over and flies outside where everyone spots it.

Outside, Noland tells everyone that he met Articuno when he was test flying his plane once and it started flying right beside him. While it was flying it started to fall towards the ground. He then saw that it had an injured wing so he flew below it and told it to land on the wing of his plane. He then took it home and helped it. Ever since then they have been close friends and Articuno sometimes stops by to visit him. Max then asks if Noland can take him and Pikachu up in his plane to fly with Articuno. Noland agrees.

Up in the plane, Max and Pikachu are enjoying the view when Articuno starts to fly faster. Max asks Noland if there is something wrong but Noland says that Articuno just wants to race. Articuno then fly's even faster so Noland speeds up aswell.

Back on the ground, Ash, Brock, May and Scott are watching Max, Pikachu, Noland and Articuno fly around when suddenly a big blue plane, with a big red letter R painted on the front, lands near the Pokémon. Team Rocket then say their motto.

Back up in the plane, Noland has noticed the other plane and wonders who it is. Max tells him that its Team Rocket, a bunch of crooks. Noland calls to Articuno and they head back.

Meanwhile, on the ground, Team Rocket are about to steal the Battle Factory Pokémon. Ash tells Pikachu to attack but then realises that it is still up in the plane. He then attempts to use Grovyle but Team Rocket use a mechanical arm to steal the Pokéball. Team Rocket then start to use more mechanical arms to grab all the other Pokémon, but Noland fly's into their plane and knocks all the Pokémon free. While the Pokémon are falling, Ash catches his Grovyle's Pokéball. Noland then starts admiring Team Rockets machinery but Max tells him not to give them any compliments. Noland then orders Articuno to send Team Rocket flying. Articuno then fly's down, grabs hold of the plane, fly's up and swings it around and lets it fly away. Noland then tells it to use Ice Beam, which it does, and it sends Team Rocket "Blasting off again". Brock, May and Scott then start admiring how powerful Aticuno is while Ash just stands there, smiling.

That night Noland asks Ash again which Pokémon he wants to battle against. Max thinks it will be Venusaur and May thinks Ryhorn. Ash then says that he wants to battle against Articuno. Noland and Articuno accept. Noland then asks what Pokémon Ash will use and Ash replies "That one up there". They all look up at the night sky and notice a Pokémon flying towards them. They all wonder what it is and as it gets closer they see that its Ash's Charizard. Ash then explains that he had called Liza in the Charific Valley and asked her to send Charizard. Ash then runs over to meet Charizard to say hello, Charizard replies with a huge Flamethrower. Scott then says that he will be looking forward for tomorrow and Noland says that he will be aswell. The episode ends with Ash and Charizard standing opposite Noland and Articuno, all of them looking as though they are determined to win.

This episode guide has been written by .

Characters appearing in this episode

Ash

Brock

Max

May

Jessie

James

Meowth

Ash's Pikachu

Pokémon appearing in this episode

• Pikachu belonging to Ash
• Meowth