I do not own Pokemon.

Dawn ran down Route 5 as fast as she could. She wanted to be able to get to Cerulean City early so Misty could help her out with her appeals and battling. She had only met Misty in person once and had felt that she would make a great role model. A girl that was strong, determined, and wouldn't let people run all over her, oh and she was also an awesome battler. Most people steered clear of her gym anymore.

Dawn felt an ache in her side and sat down to rest. Piplup flopped down exhaustedly beside her.

"Pip- Piplup?" she asked Dawn.

"I want to get there to see if she can help you," explained Dawn gasping. Piplup just laid on the ground and closed her eyes.

Suddenly a loud explosion was heard and misty saw smoke beginning to rise. "I wonder what is happening?" said Dawn grabbing Piplup. "Let's go and see if we can help."

Dawn began to sprint again and she saw a fierce gyarados in front of her facing a couple Team Rocket Grunts. Behind gyarados stood a red head which Dawn instantly recognized as Misty although her outfit had changed. Misty had on black swim shorts and a tight, blue tank top.

"Hey Misty, do you need some help?" shouted Dawn running up.

"Yeah, do you have Pachirisu with you?"

Dawn gave her a quick nod.

"Good then let him out and I'm going to have gyarados soak them and then I want you to zap them."

Dawn nodded again and threw her Pokeball. "Go Pachirisu, you discharge!"

Gyarados had the Team Rocket Grunts soon soaking and them the electricity hit them, leaving them wounded. "Gyarados use dragon breath!" commanded Misty. Gyarados complied and the Team Rocket Grunts were soon shooting off.

"Wow Misty, you are so strong," gushed Dawn.

"Thanks Dawn," said Misty giving her friend a quick hug. "You want to head over to the gym?" asked Misty. Not waiting for an answer Misty started walking away.

She and Ash act so much alike thought Dawn. They would make such a cute couple.

"Why are you her so early?" questioned Misty as Dawn ran to catch up.

"I was hoping you could help me with my training."

"I would love to," said Misty. "But I have to complete a gym battle first."

"Can I watch?" asked Dawn eagerly. "I always heard Ash talking about how great of a trainer you had become but it would be awesome to see it in person."

"Sure, but just so you know I am against Paul," said Misty looking at Dawn for a reaction.

"Th-that's okay," said Dawn. "I don't care."

"Sure you don't," said Misty. "But I am in no mood to argue."

"Brock always said you and Ash always argued, is that true?" asked Dawn attempting to change the subject.

"Yeah we always argued playfully but it never got bad," said Misty smiling at her friend knowingly.

Misty pulled open the massive door and revealed a huge pool of water and a diving board. As Dawn was taking it all in, she saw Paul sitting on one of the chairs. Her heart fluttered.

"Can we battle now?" asked Paul gruffly. "Hello Troublesome."

Misty smirked at her friend then turned back to Paul. "Sure go stand over there."

With a glare Paul turned and headed off to the other side of the gym.

"You can sit over there," said Misty pointing to a row of chairs on the side of the pool.

Daisy hurried in. "Sorry Misty, my manicure like ran late," gasped Daisy as she went to the judge's stand. "This will be a three on three battle between Paul the challenger and Misty the gym leader. The battle is over once one trainer's three Pokemon have been defeated. In addition, only the challenger may substitute. Let the battle begin!"

"Go Corsala!" said Misty throwing a Pokeball up in the air.

"Go Torterra!"

"Corsala let's start off with a spike cannon!" Corsala glowed and began firing pointed spikes at Torterra. They hit Torterra head on.

"Torterra use leaf storm," commanded Paul quietly.

"Counter with ice beam!" The ice beam cut straight through the leaf storm and knocked Torterra out.

"Torterra is unable to battle, Corsala wins," shouted Daisy.

"Return," said Paul. "I'll deal with you later. Go Ursaring." Ursaring shot out of its Pokeball and landed in front of Corsala.

"Corsala use bubble beam!"

"Counter with focus blast!" The focus blast went straight through the bubble beam and hit Corsala causing serious damage.

"Corsala use recover." Corsala began to glow pink as it healed itself.

"Ursaring get over there and use hammer arm." Ursaring hopped across the platform and hit Corsala before it could move.

"No," screamed Misty as Corsala hit the wall and fainted. Dawn felt pity for her friend but she couldn't ignore the twinge of satisfaction that Paul was doing well.

"Corsala is unable to battle Ursaring wins!" called Daisy,

"Fine you win that one," growled Misty. "Misty calls, Staryu!"

"Hi-ya," exclaimed Staryu leaping out of its Pokeball. It pulled its two star shapes down like it was trying to show off its muscles.

"Staryu use water gun and swift combo," called Misty. Dawn watched in awe as the two attacks merged together perfectly and hit Ursaring head-on. 'Now use rapid spin!" Staryu started spinning in circles and took out Ursaring's legs, causing it to land in the water.

"Good job Misty!" called Dawn. She saw Paul start in surprise and give her a look, but he was too far away to read it.

Ursaring climbed out of the water and began to glow red. "Perfect, guts is activated!" said Paul watching his Pokemon. "Now use thunder." Ursaring began to charge up a massive thunder attack.

"Staryu get ready," whispered Misty to her Pokemon. With a mighty roar Ursaring launched the thunder. "Use psychic!" called Misty. Psychic shot out of Staryu and collided with the thunder, reflecting the thunder as the psychic hit Ursaring and it tumbled into the water knocked out.

"Ursaring is unable to battle, Staryu wins!" called Daisy happily.

"Go Electabuzz," said Paul throwing the Pokeball lazily. Electabuzz flew out of the Pokeball and landed gracefully.

"Staryu in the water, then spin around fast!" Staryu leaped into the water and began creating a water tornado.

"Electabuzz use thunder," said Paul a smile playing on his lips.

"Oh no," whispered Dawn looking on in horror as the thunder slammed into Staryu causing an instant on-hit KO.

"Staryu is unable to battle, Electabuzz wins," said Daisy felling sorry for her sister.

"Misty calls, HUH!" yelled Misty as one of her Pokeball's flashed open revealing her Psyduck who landed in the water. Psyduck began flailing around since it couldn't swim.

"You are such a GREAT Pokemon trainer," said Paul sarcastically watching Psyduck flounder. "This won't last long."

"Oh yeah?" challenged Misty getting ready to battle.

Cliffy I know but all will be revealed next chapter! Please review.