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Claiming he's gotten the bugs fixed, Professor Farnsworth hauls out his What-If Machine again and the Planet Express Crew takes a look at three alternate realities.
Professor Farnsworth announces that he has invented a process of "reverse fossilization", which can turn metal robots into organic life-forms. He uses his reverse fossilization machine on Bender, who is successfully transformed into a human.
After a short period of adaptation, Bender's self-control is overwhelmed by his new senses of taste, touch and emotional responses, and goes on a sensory input binge. A week later, at the Academy of Science Nobel Prize judging, the Professor presents Bender, who has become a thousand-pound blob.
The committee initially condemns the Professor, but Bender begs them to consider his new lifestyle. The open-minded scientists spend the night in a state of wild hedonism. Just before dawn, the committee awards Bender his own Nobel Prize, but discover that he died shortly after the party started: his excited "Woo!" was just the sound of air escaping the folds of his fat. After a few seconds of mourning, the Professor tells the rest of the Planet Express crew to dispose of Bender's corpse, as it is starting to rot.
Fry wants to see a universe that is more like a video game, because that is the only thing he is good at.
As the simulation starts, President Richard Nixon is preparing to sign a treaty with Ambassador Donkey Kong of Nintenduu 64. Ambassador Kong attacks Nixon and a state of war erupts, with the ambassador for Italy (Mario) expressing his distress.
Due to his extensive knowledge of video games, Fry is brought to the 'milatari' headquarters and introduced to General Colin Pac-Man. Before Fry can impart his wisdom to the military, the Nintendians launch an attack on Washington, D.C. and they are forced into the escape tunnels that resemble a Pac-Man maze.
They emerge outside the Planet Express Building, where the Invaders, led by Lrrr, are blasting New New York. Fry, fortified with snacks, soda and his all-Rush cassette tape, situates himself at the controls of a rolling AAA platform and begins destroying the alien ships.
Unfortunately for Earth, Fry is unable to destroy the last ship (his brother Yancy always used to get it for him), which lands, conquering Earth. After Fry enters "ASS" as his initials for his high score, the invaders emerge, with one stating "All your base are belong to us". They demand millions of dollars in quarters, but the Earthicans refuse, as they need the quarters to do their laundry. A compromise is reached, with the Nintendians throwing their laundry in with Earth's.
Leela wants to see her true home. When the Professor pulls the lever on the What-if Machine, he whacks her in the head and she falls to the floor unconscious.
She wakes up in sepia-tone, with Nibbler pawing at her, at the helm of the Planet Express Ship, which is caught in a tornado. It crash-lands in a technicolor wonderland, crushing the Man-Witch of the West (Scruffy). The Cute Witch of the North (Amy) tells her that she should seek out the Professor, who lives in the Emerald Laboratory down Martin Luther King Boulevard, which is constructed from yellow brick. Leela then crushes the Cute Witch to death with the ship's landing gear after she insults her.
While traveling, she meets a scarecrow (Fry), a mechanical man (Bender) and "the other guy" (Zoidberg). The Wicked Witch (Mom) sends her winged monkeys (Walt, Larry, and Igner) to kidnap Leela and her friends. The Wicked Witch of the West always wanted a daughter and offers to take Leela in. Leela accepts as long as she can be a "real" witch and not just dance around at the equinox. As part of the celebration, Bender takes a bottle of champagne from his compartment and uncorks it. Under tremendous pressure, the liquid shoots out of the bottle and lands on the Wicked Witch, causing her to melt. Bender then drinks it because he doesn't want to waste it.
Falling back to the original plan, the crew make their way to the Emerald Laboratory. There they meet the great and forgetful Professor. The Professor tells Leela that she can go home by clicking her ruby boots together and wishing to go home. She objects that she wants to stay, but the Professor insists she must return to Kansas to live with her "dirt-farming, teetotaling" aunt and uncle. Pretending to agree, Leela clicks her heels and says "There's no place like... I wanna be a witch!" In a puff of smoke, she appears in witch clothes and turns the Professor, the scarecrow and the mechanical man into frogs before turning them into frog-vampires. Her reign of terror is cut short by Zoidberg, who has encountered a problem with the Emerald Laboratory's upstairs toilet and accidentally soaks her with water.
As Leela melts in the dream universe, she suddenly wakes up back in the Planet Express building and scolds everyone for ruining her dream. The professor expresses disappointment at this, as he was ready to harvest Leela's organs.
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