Abstract: An improved audio mixing system. The system is not limited to one type of microphone and does not depend on separate sensing microphones to determine the background noise level. In addition, the active signal is not amplitude modulated by extraneous noise inputted through inactive microphones. The mixing system divides the system gain between a plurality of input channels. The mixing system periodically samples the channels and determines which channel is the dominant channel. In response to this determination, the gain of the dominant channel is increased and that of the other channels decreased.