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The scene starts out as usual, Ash and his friends walking along a road towards the next town. A blimp flies over them, but it's not any old blimp, it's an extraordinarily large blimp. They follow it to the airstrip where a lot of other people gathered around. A man informs to them that the blimp, the Blue May, is like a luxury cruise, and is an impressive two hundred meters in length. The captain walks out but informs of any person with some knowledge of Pokémon treatment. More obvious Ash and the gang go over to offer help.

They aboard the blimp, which seems to be more like a mansion hall room where Ash is taken. The captain introduces them two women, Madison and Alexa. Brock gets that love daze again and Mistyknocks some sense in him. So onto business, Ash asks them what's wrong. The women explain that their Kecleon, Greeny and Reddy, (Greeny is a green Kecleon, Reddy is a purple Kecleon) are rather quite odd. Ash and the others wonder where they are, since the Kecleon are not with them. Madison speaks out and the two chameleon Pokémon appear from hiding from a vase next to them. They seem tired and lazily hop off the vase to the ground. Brock gives a quick examination and has a solution in a snap. He ruffles through his bag getting out some medicine, giving one to the Kecleon, then a piece of home-made Pokémon food. Both get an immediate result of being healthy again. Madison and Alexa thank them, sending both sometime afterward to their room. They seem to go on the other things, such as admiring Pikachu and Togepi. (Brock butting in with Pineco)

Later Team Rocket plot on with another sly plan. They seem to want to hijack the blimp for their own recreational use. Just that when they get to the cockpit, they can't drive it. A lesson learned there when they used the blimp to get to Valencia Island. But they get another plan, why not just swindle some valuable stuff? They go on to search.

Ash and Misty start showing some more Pokémon to Madison and Alexa. Brock almost releases Onix, but Misty stops him, obviously it won't be a good thing here. Team Rocket finds Madison and Alexa's room and start to work their way into finding anything. Meowth hits a jackpot, finding the women's jewelry box. Greeny snatches it with his tongue and keeps it in his mouth. Team Rocket soon dog-piles him and tries to get the box out. An attendant comes in the room with caviar for the chameleons seeing Team Rocket trying to pry open Greeny's mouth. Greeny jumps out during a slight pause and cloaks. Both Kecleon run out but accidentally bump into each other on the way. Team Rocket zips out afterward, leaving the attendant confused.

Soon the gang gets the warning that the Kecleon are missing, as usual, Ash is up to the job. Team Rocket dresses up as attendants themselves to sneak by the blimp.

Ash and the others walk down a metallic hallway, Pikachu noticing a funny red zigzag on the wall. They search out a dining hall and Pikachu notices another funny red zigzag, but it moves slightly. Pikachu informs Ash and Greeny show himself, running off afterward.

Team Rocket finds a storage and looks in there, finding Reddy. They get Reddy to open his mouth but it's just a med-kit! But close enough, Meowth starts daydreaming about being "top-cat". Greeny runs by and they notice but soon here the gang approaching. Reddy and Greeny run off and Team Rocket dives into a crate. The gang walks in, doing another skim around the room, Ash sitting on the box Team Rocket's in. Soon they see the Kecleons run by again and they run after them. Wobbuffet unintentionally gets released, breaking the box.

Soon they head outside the blimp, seeing Greeny up on the balloon. Brock goes off being heroic and goes after him, showing off some ninja-like moves. He gets to the top and attempts to reach Greeny but Greeny crawls slightly away. Frustrated, Brock jumps onto the balloon itself. Greeny simply climbs up, but Team Rocket has caught sight of him and runs off. Greeny stops at a steep part, which makes Team Rocket slip off the balloon.

The two Kecleon soon meet and climb down and run into the airport terminal, the gang, Madison, and Alexa giving the chase. They decide to split up to cover more ground. Meanwhile Greeny and Reddy run into Team Rocket in another storage room. Just when things seem hopeless, they start tossing their contents in their mouths back and forth very fast, Reddy ended up with the box. Team Rocket couldn't tell, but James tries a little explanation, which gets them no where. Brock walks around daydreaming what the reward might be for getting Greeny and Reddy back when suddenly, both of them are right there! He chases after them for a while before meeting up with Ash and Misty. They chase them back outside and both get caught in a barrier of people. Just when all seems to be a perfect ending, Team Rocket busts in to ruin the day.

The battle soon starts off, Bayleef vs. Arbok. Bayleef gets a miss with Vine Whip and Arbok counters with Headbutt, Poliwhirl comes out and uses its own Headbutt on Arbok. James sends out Victreebel, as usual it tries to eat him. James tells it to use Razor Leaf and it does so towards them. Greeny and Reddy get into battle and deflects the leaves with their tails. Arbok goes for a Wrap, but Reddy uses a Lick attack to stop Arbok, which also releases the jewelry box. Meowth goes after it, but Poliwhirl slaps it silly with a DoubleSlap. Victreebel moves in but Greeny does a Lick attack on Victreebel and soon both Kecleon use Psybeam to push the two Pokémon back to their owners. Bayleef makes another Vine Whip and tosses them out into the sky. The blimp takes off soon afterward and the gang go off to Olivine City for their next destination.