Proponents of soundwalks have sometimes referred to the improvisational listening that is required in order to work with differing weather patterns, seasonal and other changes in the soundscape, as well as to shape the path of the soundwalker through the soundscape based on responses to auditory clues (see for instance McCartney 2005; Westerkamp 2006). However, public soundwalks are frequently conceptualized and planned in advance, with routes and activities laid out and adhered to by participants as a kind of score, circumscribing direct listening engagement with the soundscape. Similarly, audio walks, prepared headphone soundwalks and listening guides provide pre-conceived experiences for the audience. While listeners have been asked by soundscape researchers to think of the soundscape as a musical composition, what happens if we think of listening to the sound environment as an improvisational activity rather than as a composition? Does this not make more sense since the sound environment is never a fixed entity, never completely scoreable? Listening improvisationally makes particular sense for the mobile context of soundwalks, in which the motions of the soundwalkers create possibilities for changes of perspective through the space. In this article I wish to consider the various ways that soundwalking can benefit from improvisational thinking and practices during listening, framing of soundwalks, field recording, playing with recordings excerpted from soundwalks, playing with elements of soundwalks in improvisational movement, and inviting improvising musicians to create soundwalks.