Sound is immediate and ever-present, pushing in, around, and through physical boundaries to blend together in whichever way it best sees fit, no matter the controls we seek to impose on it. It builds associations for us: physical spaces become distinctive based on the quality and familiarity of sounds which inhabit them. With this spirit, I see sound as the central arbiter of sense of place, particularly in alternative community spaces, wherein individual and collaborative expression is not only encouraged, but essential to its experience, separating it from commonly-held mainstream and/or programmed social space. By recording the sounds of three distinctive such alternative cultural spaces in central Phoenix—The Trunk Space, Lawn Gnome Publishing, and Welcome Diner, rooted in art and music, literature, and food and drink, respectively—I captured the soundscapes in which the community around theses spaces democratically builds its sense of place. Compiling them into a soundscape composition, I installed the piece in the non-place of an art gallery, immersing listeners in fleeting glances at theses soundscapes, then inviting them to use the fluctuating sonic environment to cite their own associations with art, literature, and food-based senses of place right on the gallery walls. Through this exercise, and research on the experience of sound and meanings of sense of place, I express the intersection and essentiality sound, ambient and performative, in building sense of place.