Rarity, the most distinguished mare in Ponyville, has never been one to care for brains over beauty. But the day she meets a shy and quiet pony, she realises that beauty is only skin deep. Or circuit deep, in this case.

Twilight, probably the smartest unicorn in Equestria, has had some troubled times. She is constantly bombarded by nightmares and now on the run. Her friends don't know where she is and don't know how to help her. It probably doesn't help that Twilight has also begun to hallucinate, not sure what is reality and what is her own distorted version of it.