"Out Of My Mind" is a piece of musical theater that examines the intimate, dynamic, and mutually informative relationship between life and death. Afflicted with a brain tumor, its protagonist, Bee Bernhardt, succumbs to despair, but over the course of a healing journey replete with both episodes of mania and depression, she awakens to a more meaningful version of her life. The people in Bee’s life — her 17-year-old daughter, Bo, her deceased husband, Seymour, her boyfriend, Fred, and Bo’s first girlfriend, Sophia — are all affected, their lives changing as well.

Act I begins with a flash forward of Bee at the peak of her brain tumor-induced mania, attempting to jump out of a window under the delusion that she can fly. It then picks up three weeks earlier, presenting a clear picture of the mundane and problematic life Bee has been living since Seymour’s death… Bee is depressed about her failure as an actress, uninspired by her relationship with Fred, overly dependent on her enmeshed relationship with Bo, and unaware of Fred’s as yet unrealized sexual interest in young girls.

Everything changes when Bee starts to have manic episodes, in which she is able spontaneously to compose beautiful music. Bee is thrilled with her new ability but Bo and Fred are ambivalent. Fred, annoyed, feels increasingly compelled to act on his desire to be with girls. Bo, in turn, feels dejected by her mother’s inability to help her process her relationship with Sophia. Act I culminates as it began, with Bee so manic that she has become a danger to herself, and being taken by a police officer to the hospital.

Act II begins with Bee back from the hospital having been diagnosed with a brain tumor. It is now clear that the tumor has been the cause of her manic episodes. Bo attends to Bee who is only interested in alcohol, depressed to think her creativity was a side effect of the cancer. Fred returns from a bender, and, upon hearing about the cancer, decides to leave. Bee feels that she is doomed to die and doesn’t want to treat the cancer with chemotherapy and radiation.

Bee begins having visions of Seymour. He encourages her to sublimate her feelings into her music, and so Bee resumes composing. A visit from Seymour’s first wife’s grown children, intent on casing the joint for valuables they might inherit, convinces Bee to fight for her life, but only with such ineffectual new age treatments as health food and crystals. Bo is despondent and seeks support from Sophia, who mysteriously becomes less and less available. Bo acts out by getting tattoos and piercings, alerting Bee to the fact that she needs to be more attentive to her daughter.

Sophia finally shows up and Bo is elated, but then she smells Fred’s aftershave and realizes that Sophia has slept with him. She tries to scrape a tattoo of Sophia’s name off of her wrist, injuring herself. She ends up making a pact with Bee that she will never hurt herself again if Bee begins cancer treatment. Bee calls the police office to report Fred’s transgression and discovers that he has already turned himself in.

A month later, Bee is in the midst of her treatment. She and Bo discuss why Fred may have transgressed and make arrangements to get Sophia psychotherapy. Bee has another vision of Seymour and the two of them realize that she has evolved to the extent that she no longer requires his support, so they say goodbye. Bo is accepted to college in New York and Bee is finally able to accept her individuation. Act II culminates with Bee having befriended death, and feeling excited about all of the things she wants to do with the rest of her life.