Ash and Misty's "friendly" rivalry is tested when they both try to capture a Totodile at the same time. Unable to determine whose Pokeball had captured the wild Pokemon, the two must battle it out to determine who gets Totodile.

Ash's Totodile falls head over tail for a passing Azumarill, but Azumarill doesn't care about it and sends it flying. Trixie, Azumarill's trainer comes along and says that she is trying to figure out why Azumarill is acting so strange lately. When Team Rocket kidnaps Azumarill, Totodile sets out to rescue and win the her love.