Psychoanalytic listening enlists the analyst's capacity for, and relative comfort in, rapidly shifting levels of attention and organization. Such shifts are not effortless and can be characterized as part of “free-swinging attention,” a term that suggests some dimensions of the analyst's work. The need to establish meaning in the individual and immediate context parallels the task of a child in learning language, and the role of the analyst as child is an important if usually overlooked one. The author compares psychoanalytic with psychotherapeutic listening, as well as some current views on free association and evenly suspended attention.