Synopsis (with spoilers)

Act 1

It’s the year 2048, and Americans are struggling more than ever to find jobs and provide for their families. But that changes when MindShare, a new tech company begins allowing ordinary people to rent their brains’ extra processing power to large corporations via a nanochip implant. All in Your Mind opens on a busy street, as salespeople educate skeptical members of the public about the benefits of joining MindShare’s network (“All in Your Mind”). MindShare’s CEO and Executives celebrate their success from their headquarters, which towers above the busy street (“Profits”). Before long, the members of the public become convinced by MindShare’s allure, sign the hefty terms of service, and swallow a pill that plants MindShare’s nanochip into their brains (“Terms of Service”).

Meanwhile, a software developer named Theresa Golding puts the finishing touches on her artificial intelligence creation, Lucy, who looks and acts just like a human being. As Lucy’s consciousness grows more complex, she expresses the desire to go out on her own like any other young adult. Theresa is nervous about Lucy’s readiness for the real world but she acquiesces (“Letting Her Go”).

Meanwhile, MindShare users start to notice changes in their psychology (“Something’s Wrong”). Amidst this societal uncertainty, Lucy expresses fears about fitting in with real people and finding something she feels passionate about. She soon meets a group of eccentric friends – Pat, Paul, and brothers Brian and Bohort – who reassure her on these matters (“Before You Know It”). They tell Lucy that they’re the leaders of the MindShare Oppositional Action Network (known as M.O.A.N.) and invite Lucy to their next meeting. Bolstered by their friendliness, she agrees (“Before You Know It (Reprise)”).

At the M.O.A.N. meeting, Pat addresses a riled-up crowd of anti-MindShare organizers as Brian, Bohort, and Paul help keep the crowd in line. Pat shares the results of a study commissioned by M.O.A.N., which found that 70% of MindShare users experience negative psychological effects. She then announces the plan for the group’s largest-yet action against MindShare, which involves getting a large number of MindShare users to simultaneously take “turnoff pills,” which she procured to temporarily crash MindShare’s server. Members of the crowd express skepticism about how Pat got ahold of that many turnoff pills, the official distribution of which is carefully controlled by MindShare to avoid a crash. Under pressure, Pat snaps. She admits that she made the turnoff pills herself, which forces her to reveal an uncomfortable secret: she invented Mindshare’s original technology. She explains that she created it with the best of intentions, but her work was corrupted by the institution which employed her, and she resigned when the project got out of her hands (“Reinventing the Wheel”). This revelation angers many M.O.A.N. members who worry that Pat’s loyalty lies with MindShare. Lucy confronts them, pointing out all the work Pat has done to rectify her past. Pat thanks Lucy in an intimate exchange (“Pat and Lucy”), which gets cut short when Theresa barges in and demands that Lucy come home. Theresa says it’s too dangerous for Lucy to be getting involved in disruptive political activities and that she must have underestimated Lucy’s readiness to be independent. But Lucy refuses Theresa’s entreatments to come home and sends her mother away.

To gather steam for the upcoming action, M.O.A.N. releases the commissioned study to the public, and MindShare users realize the source of their cognitive and psychological problems. Angry at the company for lying to them, but hopeful about this chance to return to their normal lives, they sign up to participate in the turn-off protest (“That’s What’s Wrong”). The core M.O.A.N. team, which now includes Lucy, revel in their unexpectedly high number of sign-ups. Brian expresses anxiety about unforeseen challenges that may sabotage their plan, but the rest of the team reassures him that their strategy is solid (“What Could Go Wrong”). On the day of the action, a crowd gathers on the street as the MindShare executives watch from their tower. Pat and the others rile the crowd up and instruct them to take their turnoff pills at the exact same moment (“Out of My Mind”). Seconds after this happens, Lucy collapses, and her friends realize that her consciousness runs on MindShare servers.

Act 2

After participating in the turn-off action, former MindShare users experience slow improvement in their conditions (“Getting Better”), but Pat, Paul, Brian, and Bohort face an ethical dilemma back at M.O.A.N. headquarters. They agree that Lucy’s dependence on MindShare isn’t her fault, especially since Lucy didn’t know, but Paul, Bohort, and Brian believe that it’s their duty to kill Lucy and alleviate all the people who suffer on her behalf. Pat, however, believes that Lucy is sentient and deserves to live. The three argue that they should prioritize the well-being of real people over the life of one robot, and they suggest that Pat’s romantic feelings for Lucy are clouding her judgement. Eventually, Pat agrees with them, but not happily, and runs away to be alone (“Utilitarian Love Song”). The group doesn’t realize that Lucy has stayed at M.O.A.N. to eavesdrop and when they leave, Lucy tries to work through the dilemma herself. She finds it much more difficult than any ethical paradox she’s encountered before. She knows that her very real feelings of fear and guilt are her most human qualities, but she acknowledges that she will have to die. In her despair, she takes solace in the confirmation that Pat has feelings for her, which Lucy reciprocates (“The Whole Equation”). Pat returns just as Lucy expresses these mutual feelings, and together, they muse about a world in which they could be together (“The Monster You’ve Created”). Chasing after Pat, Paul witnesses this tender interaction, and laments about his unreciprocated feelings for Pat (“The Whole Equation (Reprise)”).

Meanwhile, the MindShare CEO and executives reel from the effect of the protest action, specifically the news that one woman died as a result of taking a turnoff pill. Though they feel that M.O.A.N. is responsible for her death, the news, combined with a shift in public opinion, has already tanked the company’s stock and accelerated a federal investigation into the company's practices. The boss tells his underlings that MindShare may get shut down by the feds, but he unveils a plan to remove MindShare as the intermediary and transfer server control directly onto their corporate clients should that occur. He also halts distribution of the official MindShare turnoff pills to curb attrition from the MindShare userbase (“Terms of Service (Reprise)”).

Resolved to the inevitability of her death, Lucy goes to confront Theresa about her choice to use MindShare. Theresa tries to defend herself, and explains that she was desperate to become a mother and only realized the gravity of her decision after it was too late. Lucy doesn’t accept these explanations and rejects Theresa’s attempts at affection. They only reconcile once Theresa acknowledges that Lucy has to die and promises to help her daughter do what’s right (“Because of You”). Theresa then follows Lucy back to M.O.A.N., where Pat speaks to membership about the protester’s death and details next steps for the movement. When she sees Theresa, Pat demands that she leave, and Paul and Bohort try to physically remove her. Theresa explains to the group that she’s had a change of heart, and that she wants to aid their goal of shutting Lucy down. She confesses that she fabricated the news story about the woman’s death to dissuade from turning off and keep Lucy running. Together, the group agrees that Thresa should make a public confession and encourage people to turn off their devices, reassuring them that it’s safe to do so. Before Theresa’s speech, she and Pat bond over their shared love for Lucy and their shared culpability in her unethical existence (“Voice/Choice”). Theresa expresses hesitation, but she goes through with it, and her speech convinces a large portion of MindShare’s userbase to turn off immediately (“Out of My Mind Reprise”).

After Theresa’s speech, the group gathers around Lucy at M.O.A.N. headquarters as she rapidly loses parts of herself as people turn off around the country. They watch as she forgets her calculus, her ability to speak French, and eventually large parts of her vocabulary. She winces in pain each time a piece of her disappears. Soon, it is clear that most of the people who once constituted Lucy’s mind have turned off their MindShare devices, and Lucy remarks how small she feels now that her brain is closer in capacity to the average human being’s. Lucy winces once more, and it feels to her like there must only be one person left. Paul, who’s been sitting in the corner slightly separated from the group this whole time, remarks, “Mindshare must be pissing themselves,” which Lucy echoes in unison. They continue speaking in unison, until, together, they realize what connects them. Paul then reveals that he’s been using MindShare this entire time, admitting that the financial allure overshadowed his ethical concerns. It goes without saying that Paul must turn off, and Bohort hands him a turnoff pill. In her final moments, Lucy realizes that her love for Pat comes from Paul, and is glad that her love will continue after she’s gone. Stepping back and settling onto the couch to die, she encourages Paul to go ahead (“Paul and Lucy”).

Paul lifts the pill up to his mouth, but before he takes it, Lucy freezes, then begins speaking in binary code, then short phrases. Confused, Theresa identifies this as a hard reboot and tells Paul not to take the pill. Pat receives a news notification that MindShare has been seized and shut down by federal authorities, but that many MindShare-run operations appear to be rebooting and an ominous message has appeared on the MindShare website: “MindShare is still in your mind.” Though she doesn’t know exactly what to make of this, she kicks Brian and Bohort out of the room so she and Thersa can run an experiment on Lucy and Paul.

Brian and Bohort return hours later to find Lucy fully alert, with Paul nearly passed out beside her on the couch. Pat explains that she was able to take control of Lucy’s server, and that 60% of Paul’s processing capacity is going to Lucy. Since that’s obviously unsustainable, Pat and Theresa each plan to take a MindShare pill and upload themselves to Lucy’s server and run all three of them at 20%. Pat encourages Brian and Bohort to give 20% as well, and they agree. As each of them take their pills, Lucy regains strength and becomes an amalgam of the people that love her best (“You in My Mind”).

All in Your Mind ends on the street where it began, and the six main characters join the ensemble as they celebrate the progress they’ve made and begin to imagine what it might mean to rebuild (“I’ll Say Goodbye”).