Come What May! (Japanese: VSチャーレム！コンテストバトル！！VS Charem! Contest Battle!!) is the 51st episode of the Advanced Generation series, and the 325th episode of the Pokémon anime. It first aired in Japan on November 13, 2003 and in the United States on November 6, 2004.
May is competing in her second Pokémon Contest and manages to make it to the next round along with Drew, Grace, and a disguised Jessie. Jessie has attached a device to her Dustox that produces beautiful rainbows when it performs an attack, making the attack even more beautiful.
May battles against Jessie, with Beautifly delivering enough of a beating to break the rainbow device and defeat Dustox. Caught cheating, Jessie is disqualified. Team Rocket tries to make trouble, but Pikachu sends them blasting off.
In the next battle, Grace takes on Drew and beats his Roselia in a decisive victory with her Medicham.
Grace moves on to the finals to battle May. Medicham takes a commanding lead until May tries a combo involving Tackle and Silver Wind, pinning Medicham down. May takes the lead with one minute to go. The two Pokémon meet in a head-on collision, and though both Pokémon go down, May has more points and is declared the winner.
Drew congratulates May, and then the kids are off to Lavaridge Town for Ash's next Gym Battle.
The Fallarbor TownPokémon Contest has finally begun, and May is more determined than ever to win, with Ash, Max, and Brock cheering her on in the audience. Drew and his Roselia advance to the Contest Battles with a score of 29.6, Grace and her Medicham make it through with a score of 29.5, and May and Beautifly’s twirling Silver Wind achieve a score of 25.9. Contestant 22, Jessie floats onto the stage disguised as Jessica. She calls out her, Dustox, and with a device hidden behind a bow tie, she has it perform rainbow attacks, earning the best score of the day, a 29.7. Drew, Grace, Jessica and May, who narrowly beat another Coordinator by a tenth of a point, are revealed as the top four and will advance onto the second round.
The second round starts with May battling Jessie. Jessie sends out Dustox and tells it to use Tackle and add rainbow, a move that Meowth is operating backstage. May tells Beautifly to dodge it and use String Shot. Dustox then uses Whirlwind to send the attack back and hit Beautifly, making May lose points. Dustox then uses a Poison Sting, which May knocks back with Gust, making it lose points and damaging the rainbow device. Dustox then uses Tackle and May counters it with Silver Wind. Dustox loses even more points and damages the device even further. May congratulates Beautifly while Jessie furious demands a rainbow Psybeam, which fails when Meowth discovers the remote is broken. Beautifly uses Tackle, which sends Dustox flying back into Jessie, losing all of their points at the 1:58 minute mark.
May is declared the winner, though Jessie is set on getting her revenge. As Dustox returns to the air, the rainbow device hits the ground and the whole audience sees that Jessie cheated. Raoul Contesta stands up and attempts to disqualify her, at which point Jessie screams and throws a yellow Poké Ball which releases yellow dust. When the dust clears, Team Rocket is standing there, attempting to steal everyone's Pokémon. Ash jumps up and tells Pikachu to use Thunderbolt to blast Team Rocket off. Vivian Meridian apologizes for the interruption before the second round continues with Grace versus Drew. Grace sends out Medicham and Drew sends out Roselia. Drew starts off with Magical Leaf, which Grace uses Meditate to dodge. Then Medicham uses Ice Punch, which Roselia gracefully dodges. It then uses Petal Dance, which Medicham stops in midair with Confusion and sends back, causing Roselia to lose points. Drew then commands Roselia to use Solar Beam. Grace tells Medicham to use Ice Punch on the ground, which builds a shield around Roselia, causing it to hit itself. Grace wins the battle after knocking it out with a powerful High Jump Kick.
The final battle pits May's Beautifly against Grace's Medicham. May starts with Tackle, which Medicham dodges with Meditate. Grace follows up with an Ice Punch, but Beautifly batters Medicham away with a Gust. Just before it falls to the ground, Medicham uses Confusion to levitate, limiting the number of points lost. Beautifly tries a String Shot which Medicham sends back with another Confusion, damaging and tangling up Beautifly. Medicham then uses Ice Punch, encasing Beautifly in ice. As Beautifly breaks free, Medicham rushes in for a High Jump Kick. Beautifly dodges and uses Silver Wind, hitting Medicham and causing it to hurt its knee, costing Grace major points. Beautifly uses a Tackle and String Shot combo, though Medicham uses Confusion to stop it. Still spinning, Beautifly overcomes this with a Silver Wind and encases Medicham in silky thread. May uses Tackle as Medicham breaks out of the string and dodges. Beautifly then uses Silver Wind and traps Medicham's hands, immobilizing it. Then Beautifly uses a Tackle and Silver Wind combo to inflict more damage on Medicham. Medicham then tries to turn it around with a High Jump Kick, which May tells Beautifly to counter with Tackle. The two approach each other head-on and collide just as time runs out. May is declared the winner of the Fallarbor Contest, as she was the one with more points. She is astounded by her victory over Grace before hugging Beautifly for its efforts. Raoul hands May the pink Fallarbor Ribbon, which she happily places into her Ribbon case. Drew later approaches the group and declares that things would have been different if he battled May. He throws a rose to May before walking off in a smug manner. May, however, is more confident in her Coordinator ambitions while Ash has his sights set on his Lavaridge Gym match.
When James, Meowth and Wobbuffet are rubbing Jessie's and Dustox's backs, Wobbuffet pops up for agreement for their speech. At the same time the sound that is usually heard when Wobbuffet pops out from its Poké Ball is heard, even though it was outside of its Ball already.
Instead of Hi Jump Kick, Grace commands Medicham to use "Hi Jump".