The best (and first) improv scene I ever did taught me the difference between hearing and listening

The first official improv scene I ever did was, by all accounts, brilliant.

And that’s not meant as a brag but as a setup to my eventual downward spiral.

It was the summer of 1995, and I was a 29-year-old professional standup comedian taking my first improv class at the Improv Olympic Theater in Chicago (now called I/O). My instructor was the woman who ran the place, Charna Halpern, and including me there were fifteen students in her Improv 101.

The best scene of my life took place in the office of a factory supervisor, played by me, and the main game became combining and heightening the worlds of Efficient Factory Office and Paperwork.

I set up the scene by sitting in a chair and using object work (mime) to create a giant multi-multi-multi-drawer desk containing exaggerated stacks of paperwork. I even took a sip of coffee from an invisible cup on my desk, gagged and spit it back. When the first worker came in missing an order form, I had him fill out some ‘missing paperwork’ paperwork and reminded him to file it in triplicate.

Next worker barged in and informed me that she had knocked over all of the inventory shelves in the warehouse with her forklift and now all the thousands of bags of goat feed we sell were piled up in a huge tangle of metal. I had her fill out some ‘knocked over the shelves’ paperwork and the ‘forklift folly’ forms and reminded her to file those in triplicate.

The next actor had his elbow sticking out of his short sleeve and came in screaming, informing me that the vending machine had stolen his money and in all the excitement it had ‘somehow’ toppled on top of him and cut off half his arm. I calmly gave him a stack of paperwork to slow the bleeding and had him fill out the ‘amputation request’ and ‘blood towel rental’ forms and reminded him to file them in triplicate.

The final blow was when the last guy broke in as a frantic, masked gunman who wanted to rob my safe. Of course, I calmly requested he fill out the ‘armed robbery’ request paperwork and so he shot me. As I lay dying on the floor, I whispered for him to fill out the ‘murder requisition’ forms and to file those in triplicate.


Ohh, it killed, mostly because we were all brand new at improvising so the scene came out organically like we had scripted it.

It took me years of training and missing the mark to finally have another scene that felt as sweet as that first one did, and I could never figure out why that was until much later.

Any idea why our paperwork scene flowed so well?

It was because every one of us in that scene did something that does not come naturally to most people, something we did instinctively that day because we were newbies in a highly focused environment:

We truly listened.

Notice I didn’t say, “We heard each other,” because hearing and listening are two entirely different skills.

Of course, to truly listen to someone, ‘hearing them’ is definitely the first step.

But what my improvisation instructors slowly taught me over the next several years of intense (and expensive) training is that there is a fundamental difference between ‘hearing’ someone and ‘listening’ to them.

Through instruction and practice, I began to gradually hone the listening instinct that came to us all so naturally that first day.

True listening is an actual skill you have to understand and develop over time because it’s not accomplished with just your ears. It happens with all of your senses, but that’s only possible when your mind is quiet.

Believe it or not, true listening requires zero effort, and that’s what makes it so damn difficult.

Whether you’re an actor in a scene, a salesperson making a sale or just a human having a conversation, if you can learn to quiet your mind, then all six of your senses will start to subconsciously observe and absorb whoever’s speaking. It’s truly a meat bag miracle, and when it happens, you’d be amazed at the next-level deductions, connections, friendships and SALES that begin to occur.

Good things come to those who truly listen.

Think about it from the speaker’s point of view – when you’re talking to someone, you can instantly tell whether they’re just hearing your words or if they’re truly listening to what you’re saying. Being more than heard not only feels great, it allows for a deeper connection between you and the listener from which you both can benefit.

For example, say you’re a parent and you just told your child, “Jimmy, don’t step onto the road unless you look both ways first.”

Now, depending on how good of a listener this Jimmy is (some Jimmies have quieter minds than others!), he’ll either just hear the words or truly listen to your message.

A not-so-focused-Jimmy’s mind is all over the place while you’re warning him and he barely hears your literal words (his mind’s busy thinking about parakeets), then he looks both ways before he steps out onto the road and walks directly into the path of an oncoming car.

Jih-maaayyyyy, NOOO!

Darwin strikes again.

Focused Jimmy, on the other hand, has a quiet mind, and as you issue your warning, all six of his senses automatically start to take in your words. Here’s what happens in less than an instant:

Hearing – Focused Jimmy not only hears and understands the words you speak, “Don’t step onto the road unless you look both ways first,” he also hears the engines and tires of the cars zipping by. He hears the serious tone of voice you’re using, too.

Sight – Focused Jimmy sees the stern look in your eyes and now understands you’ve issued a warning, and he also sees the cars that are whizzing closely by, and he sees a dead squirrel laying in the middle of the road.

Touch – Focused Jimmy can tell by the firm way you’ve held his shoulders while you’re speaking to him that you’re being very serious.

Taste – The tone of your voice reminds Focused Jimmy of the time you warned him to blow on his hot food before he put it in his mouth and for a second he ‘tastes’ the piping hot pizza that scorched his mouth because he failed to listen to your warning.

Smell – Focused Jimmy can smell the exhaust of the cars that are zipping by and he can smell your slight nervous perspiration.

Sixth sense – In milliseconds, focused Jimmy’s sixth sense puts together all the clues his other five senses have collected and begins to instantly guide his thoughts toward the deeper meaning of your words:

“The one who typically warns me of danger has issued a serious instruction that if I don’t follow could result in some kind of pain equivalent to a burnt mouth, most likely as a result of those gigantic lumps of metal zipping past. Perhaps he’s telling me to look both ways before I step onto the road AND if I see a vehicle, wait for it to pass so it doesn’t hit me and cause me pain.”​

Focused Jimmy has not only heard your words, but because his mind was quiet, his whole being was able to truly listen to your underlying messages and unspoken clues and as a result, he looks both ways, sees a car, and then waits to cross.

Side note: because he’s a Jimmy, though, after he crosses safely and is on the other side, he realizes that he’s stepped directly onto that dead squirrel and now his shoe is covered in funk.


Bottom line, great listening is effortless if your mind is quiet, but for those who live daily with a constant stream of unchecked, distracting brain traffic, true listening is unattainable.

When your mind is racing, it pulls your attention inwards, and as a result, that dulls your senses and then you can’t notice and absorb the present moment, which makes it near impossible to truly listen.

A quiet mind absorbs more than just the spoken words, but also the mood, pace, volume and underlying psychology of the speaker (insecure, cocky, desperate, stern, etc.) and it takes into account the surrounding environment and what’s possibly at stake.

A quiet mind, without conscious effort, then pulls it all together for the deeper meanings.

Whether you’re a freelancer, a spouse, a parent, a friend or just a human, listening is the most valuable social skill you can develop.

What led to my eventual downward spiral during my first year of improv classes was that I let the whole “using all your senses” thing become a conscious brain activity.

Big mistake.

It turned into mental steps that I would consciously focus on, and instead of going into a scene with a quiet mind, my brain got busy. It began to come into those moments with an agenda. Plus, my busy mind brought with it preconceived notions and all sorts of new improv ‘rules’ and memories of what was funny onstage before that got the crowd to react. Then I’d cling to all that instead of quieting my mind and simply reacting organically to the moment.

The resulting scenes felt forced and went absolutely nowhere.

But when I gradually learned to quiet my mind (I use meditation and Buddhist chanting), listening became instinctual and effortless because it’s what my being is actually built to do.

Here’s a slow motion breakdown of what happens when a quiet mind gets to listening:

  1. Receive: when the brain is quiet, it automatically starts using all five senses to take in everything;
  2. React: then all of the data that the quiet mind collected is processed by your sixth sense;
  3. Respond: your conscious self responds based on all you’ve glommed subconsciously from steps 1 and 2 instead of on just the literal words.

It’s a fascinating process that happens automatically on its own, but only in a quiet mind. It doesn’t work in a brain busy sorting head trash, and nobody’s brain got busier than mine after that first perfect scene I did, thus the temporary downfall.

Now I realize that factory paperwork improv scene was only brilliant because we were all intently listening to each other. We were all too new to focus on anything else.

The quiet brains of the focused actors watching me from backstage subconsciously used all their senses as they ‘listened’ to me setting up my ‘desk’ and glommed the intention of my initial offering:

1. Receive: when the brain is quiet, it automatically starts using all five senses to take in everything:

Sight – they saw me creating a large desk and shuffling a lot of paperwork into many drawers;

Touch – in their mind, they felt the heavy stacks and stacks of paper I was organizing;

Taste – when I took a sip of imaginary coffee and made a face, they could taste the cheap office brew;

Smell – factories and their offices smell ‘industrial’ and that could come in handy later in the scene;

Hearing – they heard me call for my assistant on my desk ‘intercom’.​

2. React: then all of the data that the quiet mind instantaneously collects is processed by your sixth sense:

Sixth sense – the actors put it all together and thought, “This is an office with a huge desk with multiple drawers and a lot of paperwork. This efficient man is obviously the boss because he’s calling for a subordinate, so somebody needs to be that worker, who obviously, for the sake of heightening, must add to the stacks of paperwork.”​

3. Respond: your conscious self responds, but now that response is based on all you’ve glommed subconsciously from steps 1 and 2 instead of on just the literal words:

One of the actors responded by stepping forward into the scene to report some missing paperwork, which gave me the perfect opportunity to heighten the problem by adding more paperwork.​

Because he and the others were truly ‘listening’ to what I was doing and in return I listened to his offering, together we cleverly began heightening the ‘paperwork’ game that was afoot in the scene.

Each of the other actors went through the same ‘listening’ process as the scene progressed and heightened and were able to quickly recognize the game that was being played and add to it however they saw fit.

Quiet your mind and the present moment is all yours – that’s when true listening happens.

You may never enjoy the thrill of creating a brilliant improv scene in front of an audience (though if you get the chance, go for it – it’s a gas), but that’s not the only time true listening happens and benefits you.

True listeners have more impactful back-and-forths with family, friends and clients because being more than just heard feels fantastic, makes the connection deeper and creates a layer of trust between you.

And when applicable, it closes the sale.

Took my busy mind years of failed scenes and going-nowhere-conversations to finally realize that.

There are many ways to quiet your mind – find the one that works best for you and watch your world grow.

Happy listening, you Focused Jih-maaayyyyys!!!

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