Transformer based language models exhibit intelligent behaviors such as understanding natural language, recognizing patterns, acquiring knowledge, reasoning, planning, reflecting and using tools. This paper explores how their underlying mechanics give rise to intelligent behaviors. Towards that end, we propose framing Transformer dynamics as movement through embedding space. Examining Transformers through this perspective reveals key insights, establishing a Theory of Transformers: 1) Intelligent behaviours map to paths in Embedding Space which, the Transformer random-walks through during inferencing. 2) LM training learns a probability distribution over all possible paths. `Intelligence' is learnt by assigning higher probabilities to paths representing intelligent behaviors. No learning can take place in-context; context only narrows the subset of paths sampled during decoding. 5) The Transformer is a self-mapping composition function, folding a context sequence into a context-vector such that it's proximity to a token-vector reflects its co-occurrence and conditioned probability. Thus, the physical arrangement of vectors in Embedding Space determines path probabilities. 6) Context vectors are composed by aggregating features of the sequence's tokens via a process we call the encoding walk. Attention contributes a - potentially redundant - association-bias to this process. 7) This process is comprised of two principal operation types: filtering (data independent) and aggregation (data dependent). This generalization unifies Transformers with other sequence models. Building upon this foundation, we formalize a popular semantic interpretation of embeddings into a ``concept-space theory'' and find some evidence of it's validity.

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