The episode begins with Ash fresh over his loss against Roark, training with his three Pokemon, Pikachu, Aipom and Turtwig. Determined to not lose again, Ash is focused on getting his Pokemon as strong as can be by practicing their main attacks on various rock formations to toughen them up. Aipom smashes one by using Focus Punch, Pikachu another with Iron Tail and finally Turtwig uses Tackle. The rocks burst and when the smoke clears, Ash compliments his Pokemon for trying so hard. Dawn thinks that Ash's Pokemon are looking strong and fit, and Brock suggests that Ash seems to have gotten over his loss the day before. Buneary jumps down from Dawn's side and starts to stroke Pikachu's head softly with its ears, causing Pikachu to smile, embarrassed at the attention.

Dawn and Brock walk over, and Dawn says how good of a training ground the coal mine is for Ash's Pokemon what with all the rocks and rough terrian to get them pumped up. Ash agrees, but isn't too keen on Dawn's following suggestion. Looking at Ashs group, Dawn says that none of them bar Turtwig are really suited to battling against Roark's Rock types and that he should just call Professor Oak and get him to send him some of his old Pokemon. Ash shakes his head however, saying he wants to stick with his current Pokemon team, just like he did when he went to Houen. Dawn can't believe him, asking him if he wants to win or not. Ash is adamant however, saying that he doesn't have to change Pokemon or call upon his stronger ones to win a battle, he's sticking with the team he's got and wants to make them as strong as can be. After all, Paul didn't need to use Pokemon that were strong against Rock types, quite the opposite in fact.

Brock, deciding to help Ash out, calls out his Sudowoodo, suggesting that it's the perfect Pokemon for Ash to train against due to it having the same type and abilities as some of Roark's Pokemon. Ash agrees thinking it's a great idea, thanks Brock and then asks his Pokemon if they're up for some more training. This seems to get Dawn pumped up as well, and she leaves the group to go to the Pokemon Centre to heal her Pokemon and try how some new Contest combinations and moves. Ash thinks that's a good idea, and they split up. Not soon after, we find Dawn running into the Oreburg City Pokemon Centre with Piplup and Buneary in tow. Suddenly, Dawn's attention is brought to a large television screen on the wall of the Centre, which is currently advertising the upcoming Contest. The commercial ends, and Dawn smiles thinking this will be the perfect chance to get a ribbon.

Elsewhere at the Coal Museum and research facility, we find Kengo walking into the Fossil Restoration Room along with two other scientists with a very worried look on his face. He cannot believe what he is seeing, as it appears that someone had stolen the Fossil machine in the night. Kengo asks if the Pokemon are alright, and all of them appear to be just fine, only the machine itself seems to have been taken. Kengo is thankful for this, and tells one of the scientists to go get Officer Jenny and report the crime.

The scene then cuts to Team Rocket cheering and drinking milk stylishly from a wine glass. Behind them is the Fossil Restoration Machine which Meowth says will net them quite a bit of money. Finishing their drinks, Jessie says it's time to get the first fossil finished, asking James to get it out for them. James says he doesn't have it, and Meowth does. Meowth shakes his head also, saying he thought Jessie was dealing with the Fossil. Discovering they'd made another blunder, the three start fighting before the machine makes whirring and clicking noises, and a message on-screen tells them that there was a fossil inside and has just finished. Jessie is surprised, and all three smile in wonder as the machine door opens and smoke comes bellowing out. The Pokemon Fossil in question was actually some Old Amber, containing an ancient Aerodacytl.

Jessie laughs and throws a Pokeball to catch the newly created Pokemon, but Aerodacytl isn't too impressed with having something thrown at it and smashes the Pokeball awayin disgust. The Pokeball rebounds and hits Jessie in the face, sending her flying back with the force. Jessie jumps back up, and starts shouting at the Pokemon who simply flies off ignoring her. It then heads upwards into the sky, with a glowing light encircling its body. Jessie wonders what it's doing, and James starts leafing through what appear to be Pokemon Information Cards. Aerodacytl then swoops down, smashing into them with a full force attack. Team Rocket go flying and then hit the ground with a thud, just as James realises the attack is it's Giga Impact move. Aerodacytl then flies off towards town, and Jessie suggests that they go follow it. Meowth says they will, but not before doing some preperation first.

Back with Ash and Brock, we find them in the middle of a heated battle. Ash tells Turtwig to use Razor Leaf, while Brock tells Sudowoodo to use Double Edge. The two attacks collide and both Pokemon are sent flying back. Ash grits his teeth, wondering what strategy he could use to try and beat Roark. Pure Power doesn't seem to work, and Roark's Pokemon have both speed, power and strong defences. Brock suggests they take a break however, and at this Roark appears and greets Ash. Roark starts talking about the surronding area, saying how beautiful it is, with rock and ground as far as the eye can see. Ash agrees, and the two start to discuss their battle. Ash says that he was impressed with how he battled Paul, which prompts Roark to make an interesting point. He asks Ash why he is so bothered and concerned with what Paul is doing, especially considering that Ash is battling him, not Paul. Ash agrees, realising he's been silly worrying about Paul and how he battled. Roark smiles and nods, before looking aroundfor somewhere to start digging. Brock asks if he's looking for fossils, and Roark says that he is, saying how his Cranidos used to be a fossil before Roark had it restored. Ash is surprised and amazed, but as Roark goes on to say how fantastic fossils are, he starts to look uncertain and confused at Roark's speech.

Elsewhere, we find Dawn practicing her Contest moves with Piplup and Buneary. The two spin before landing on the ground, and Dawn compliments her Pokemon on their style. Just then, Aerodacytl appears over them and starts firing off a Hyper Beam at the ground below, just missing Dawn and her two Pokemon. A random trainer asks if that was an Aerodacytl and Dawn is shocked and can't believe her eyes. Aerodacytl continues to fly through the city, attacking innocent civilians with its Hyper Beam attack. Back at the museum, Kengo and Officer Jenny are shocked to hear that there is an Aerodacytl loose in the city. Upon seeing the truth, Kengo realises that it had to have been restored from the fossil and the machine that was stolen the night before. Just then, Aerodacytl blasts a hole into the museum with its Hyper Beam, creating an escape for the once-follised Pokemon such as Armaldo and Kabutops. Upon seeing Aerodacytl, both Pokemon start attacking it but the flying Pokemon simply dodges the attacks. Kengo, Offier Jenny and Kengo's assistant run up to try to get the two Pokemon into their Pokeballs but Aerodacytl fires a Hyper Beam which sends them flying back in pain.

Back with Roark, Ash and Brock, we find Roark still describing how beautiful fossils are to them. Suddenly, Roark's assistant appears and tells him that something terrible has happened, and to come quickly. At the same moment, Officer Jenny is announcing to the people of the city that a trio of ancient Pokemon are on the loose. Dawn sees this on the large screen in the Pokemon Centre, and fears Ash and Brock may be in trouble. We then cut to Roark, who is running towards where Kengo and Officer Jenny have trapped Armaldo and Kabutops. Roark tells Kengo to let him handle this. Roark sends out Cranidos, and tells it to use Flamethrower. Cranidos does so, blasting the ground and causing an explosion which distracts both Pokemon. Ash and Brock then jump in, and tell their Pokemon to attack as the two are distracted. Armaldo and Kabutops attack back, and Pikachu and Sudowoodo are sent flying back. Roark then tells Cranidos to use Zen Heatbutt, but is stopped in mid attack by three extendable robotic arms that grb it, Armaldo and Kabutops. The arms retract, and we see it is Team Rocket, who have combined one of their mecha with the fossil restoring machine. Team Rocket then recite their usual motto, but no-one is impressed and Kengo demands they return the machine and the Pokemon at once.

Ash tells Pikachu to get ready, but Roark tells Ash that they have to think carefully. If they just attack, both Pokemon and the machine could get seriously damaged. Suddenly Aerodacytl appears and blasts the ground next to the mecha, causing it to topple over and release the Pokemon which are then returned to their Pokeballs by Kengo. Aerodacytl then starts to perform its Giga Impact attack, and Roark tells Cranidos to stop it and meet it head on. The attack proves too strong for the small Cranidos however, and the Giga Impact sends it flying back, and blasts Ash, Brock and Roark as well. Aerodacytl loops in the air, and charges up its Hyper Beam to attack Pikachu. Ash jumps to protect it, and is about to be hit himself before Dan appears on the scene and deflects the blow with Bubble. Dawn runs up, telling Ash to leave this battle to her. Aerodacytl doesn't seem impressed, and starts to use Giga Impact again. Dawn doesn't seem worried however, and tells her Pokemon to get ready. Aerodacytl flies closer, but Piplup and Buneary jump into the air, spin using their coordinated technique practiced before and dodge the attack. The Pokemon then jump back up into the air and come crashing down on Aerodacytl's back and using their weight send it smashing into the ground.

Kengo takes this chance to throw a Pokeball, catching the fossil Pokemon and saving the city from it's rampage. Kengo thanks the group, saying everything is okay now. Team Rocket disagrees however, getting their fossil mecha back upright. Roark steps forward, demanding they return the machine once again. Team Rocket, seeing they are defeated, try to run away with their machine but Roark sends Cranidos after them. Jessie tells Meowth to stop it, and Meowth fires off a net cntained within a missile which traps Cranidos. Roark and the rest of the group run towards Cranidos, who stands up, trapped and starts crying out loudly. Suddenly, Cranidos starts to glow brightly, to Team Rocket's and Roark's amazement. Cranidos evolves, turning into Rampardos! The new Pokemon then bursts out of the net and starts running towards the mecha, grabbing the fossil machine and literally ripping it out and jumping backwards with the machine safe. With nothing to worry about, Roark orders it to use Zen Headbutt which it does, smashing into Team Rocket's mech with pin point accuracy, causing it to break apart, explode and send them blasting off again.

Back on the ground, everyone cheers for Rampardos and Dawn checks it on her Pokedex, saying how amazing and powerful it is. After everybody's thank yous are over, including Brock's to Officer Jenny resulting in getting punched by Greggle, Ash turns to Roark and asks him for another battle tomorrow. Roark agrees, and asks Ash if he's got a strategy this time. Ash says that he has, and then turns to Dawn and asks if she will train with him. Dawn says she will, and how it'll be good training for her as well.

The episode ends with Ash more determined than ever, with a new battle ahead and a new plan.

Thanks to Alfonso for writing this for us