Somehow Wheatley manages to come down from space and land in the strange and brightly-colored world of Equestria. He has no idea what happened, but his plans for dumbing everything down has yet to come to mind. He is picked up by Twilight and her plans for Wheatley are much, much different. Of course, after being turned into one of them, they slowly work him into being used to a body that's not his, and far from being GLaDOS.