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After winning his fourth and final Orange League badge at the Kumquat Gym, Ash & Co. are on their way to the Orange League Competition, when suddenly a submarine appears right in front of them. A man pops out of the top and begins looking around before noticing the gang. He comments that they are just in time to see one of the most astounding scenes ever seen on the seas. Wondering what the man in talking about, Ash & Co. decide to stick around to find out, when the water around them becomes very rough and a huge group of Magikarp appears, jumping and swimming past them. Tracey notices that each of the Magikarp has a coloured band around the base of it's tail. The mysterious man says that he knows just where the Magikarp are going and heads off in his submarine. Tracey comes to the conclusion that all of the Magikarp are probably heading for a place called Rind Island, so the gang decided to head there.

It isn't long before they arrive and notice the Magikarp all swimming up a stream on the island. The man from the submarine then appears from behind them and soon enlist them in helping him carry boxes full of his equipment. While walking along, Misty asks the man who he is and he introduced himself as Quincy T. Quackenpoker and that he is a Pokémon Watcher who had dedicated his life to the study of Magikarp. Tracey, recognising his name, decides that if a famous Pokémon Watcher like Dr. Quackenpoker thinks that Magikarp are worth a life-time of study, then there must be something that he can learn from them as well. He then proceeds to walk to the stream and begins sketching Magikarp, only to be hit in the face by a jet of water caused by a Magikarp jumping up in the air. Dr. Quackenpoker notes that the first thing to learn when watching Magikarp is to use a waterproof pen. He then says that they have observations to make so they all run off.

A little while later Ash and Misty are exhausted and wondering what the point is of observing Magikarp. Tracey meanwhile watches in admiration as Dr. Quackenpoker sets up his equipment and starts taking readings from the Magikarp. Tracey asks him if he was the person who put the bands on the tails of the Magikarp, which he confirms explaining that they indicate when the Magikarp left the island. Tracey asks what makes the Magikarp leave the island, but Dr. Quackenpoker, seemingly annoyed at the interruption, says that he was just about to explain. He continues, saying that the Magikarp are born around the waters of the island and that they swim out to sea as they mature, but once a year, no matter where they are, thousands of Magikarp return to the island, and that he also returns every year to study them. He then comments that Tracey, as a fellow Pokémon Watcher must find it all very interesting. Tracey says he does, but asks how Dr. Quackenpoker knew that he was also a Pokémon Watcher. The Doctor explains that he deduced it from the fact that Tracey is carrying around a sketchbook and a pair of binoculars. He then asks to look at Tracy's sketchbook, which he happily allows.

Unknown to the gang they are being spied upon from across the stream by Team Rocket. James and Meowth decide to focus their attention on capturing Pikachu, saying that there isn't anything very special about a bunch of Magikarp. Jessie on the other hand thinks that a better idea would be to capture all of the Magikarp, train them well, and evolve them all into Gyarados, thus becoming the most powerful trio in Team Rocket history. Meowth and James agree to the plan.

Back on the other side of the stream, the group are admiring the Magikarp swimming up a waterfall. Ash can't seem to understand why they are doing it. Tracey however realises that they spend the entire year building up their strength just so they can make it to the top of the waterfall. Dr. Quackenpoker confirms this, and also says that he has noticed from his observations that around 50% of the Magikarp are still not strong enough to get to the top. Tracey asks what happens to the ones that don't make it, so Dr. Quackenpoker points out one having a hard time and then falling back to the bottom saying that they keep trying just like that one. Tracey comments that it is just like Pokémon Training.

Meanwhile, at the top of the waterfall, Team Rocket are waiting for the Magikarp ready to catch them in their nets. James asks why they can't catch the Magikarp in Pokeballs, but Jessie points out that PokéBalls cost money; something the trio doesn't have. James manages to catch one in his net, but it proves to be too strong and soon escapes back into the water, dragging the trio into the stream with it as they struggled to keep hold. They then end up being pulled, screaming, all the way down the waterfall by the strong current.

Ash hears the screaming, but no-one else seems to. He wonders if it could be someone in trouble, but Dr. Quackenpoker says that they will be the ones in trouble if he is late to see the Magikarp evolve and wanders off.

A little while later, beside a huge lake somewhere on the island, Ash is impatiently wondering when the Magikarp will evolve. Dr. Quackenpoker says that he must be patient and that not all of the Magikarp in the lake will be evolving today, some will still have to get even stronger, a process which could take years.

That evening while the group are all having something to eat, Dr. Quackenpoker comments that he has never seen a Trainer and Pokémon with such a good relationship as Ash and Pikachu, saying that they communicate with each other extremely well. He then goes onto admiring how cute Togepi is and tickles it on it's head. Misty says that she didn't know that Togepi were so ticklish so Dr. Quackenpoker shows her the precise spot that all Togepi like to be tickled, which it seems to enjoy. Tracey comments that Magikarp aren't the only Pokémon that Dr. Quackenpoker seems to know a lot about. The Doctor laughs, saying that all Pokémon interest him, but that Magikarp are his favourite by far.

Later that night, while Ash and Misty are both asleep, Tracey and Dr. Quackenpoker sit by the fire discussing the Magikarp. Tracey says that he has a theory; that the way the Magikarp find their way back to the island is by jumping out of the water and using the position of the sun to guide them. Dr. Quackenpoker says that it is a good theory, but an incorrect one, showing him a picture of a Magikarp that can't jump, but which still manages to find it's way back to the island each year. Tracey says that it proves that Magikarp are far more mysterious than he thought. Dr. Quackenpoker comments that after 50 years of watching Pokémon even he still finds Magikarp hard to understand. Then Magikarp then start jumping up from the water into the air, waking Ash and Misty. Ash asks why they are doing it, so Dr. Quackenpoker explains that it means the Magikarp can sense that something exciting in about to happen. Misty wonders if they are about to begin evolving. Suddenly the waters become very rough and churned up, followed by Team Rocket's Magikarp Submarine surfacing as it begins to pick all of the Magikarp out of the water with it's robotic hands.

Inside, the submarine soon fills up with Magikarp, becoming so heavy it begins to sink. To stop themselves from falling to the bottom of the lake, Team Rocket, end up having to let some of the Magikarp they had captured go.

Back on dry land, Ash & Co. are wondering where all of the Magikarp have gone when Team Rocket's submarine surfaces with a huge splash. Dr. Quackenpoker says that it is the most ridiculous Magikarp he has ever seen. The top then opens and Team Rocket emerge, with Jessie quite angered by the Doctor's comment. They recite their motto, much to the boredom of Ash and the gang. Dr. Quackenpoker tells them to release all of the Magikarp or he'll be forced to sink their submarine. Jessie says that if he wants them so much then he will just have to catch them like they did. They then proceed to throw Magikarp out of the submarine, forcing Ash & Co. to rush forward and catch them, at the same time using it as a distraction so that they can catch Pikachu inside a glass cage. Ash orders Pikachu to use Thundershock, but Dr. Quackenpoker stops him, reminding him that Pikachu's ThunderShock would also shock all of the Magikarp. Deciding on a different tactic, Ash sends out Bulbasaur, ordering it to use Vine Whip to take Pikachu back, but Team Rocket throw Pikachu backwards and forwards between each other managing to hang onto it, though James does get caught in the face with Vine Whip and knocked down. When Vine Whip doesn't work, Ash recalls Bulbasaur. James somehow ends up with a Magikarp stuck to his head, and not even the combined strength of Jessie and Meowth can pull it off. Dr. Quackenpoker climbs onto the submarine and sooths the Magikarp, making it let go, much to Team Rocket's relief. Though this does distract them for long enough for Ash & Co. to climb onto the submarine as well and take Pikachu back.

After jumping down from the submarine, the Magikarp previously stuck to James' head begins to glow in Dr. Quackenpoker's arms. He puts it down into the water and it swims off into the middle of the lake. The lake then fills with a very bright light before a mini water cyclone appears and sends Team Rocket blasting off again. Suddenly a large group of glowing Magikarp jump out of the mini water cyclone, evolving into Gyarados in the process. As the remaining Magikarp, and the newly evolved Gyarados begin to swim away, Dr. Quackenpoker asks Tracey to help him count them, throwing two tally counters to him as they run off after the Pokémon. Once they reach the edge of the island, and watch the Magikarp and Gyarados swim out to sea, Tracey and Dr. Quackenpoker add up their totals, revealing that 70% of the Magikarp that made it to the lake had evolved; the highest percentage ever according to the Doctor. They both thank each other; Tracey thanking Dr. Quackenpoker for giving him the opportunity to work with him, and Dr. Quackenpoker thanking Tracey for helping him begin to unravel the mysteries of Magikarp evolution. And as a new day dawns, Ash decides that if he and his Pokémon work hard like the Magikarp, they will be able to win the Orange League Competition.

Meanwhile, out on a rock in the ocean, Team Rocket are huddled together as a group of Gyarados circle around them. How they'll get out of this is anyone's guess.

This episode guide has been written by The Librarian.

Characters appearing in this episode

Ash

Misty

Tracey

Jessie

James

Meowth

Ash's Pikachu

Pokémon appearing in this episode

• Pikachu belonging to Ash
• Meowth

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