Abstract: A doll includes a plush doll body having a movable head. A body housing within the doll body supports a control and sound circuit which is operatively coupled to a bidirectional motor drive system operative to move the head from side-to-side. A mouth moving mechanism is independently provided within the doll head. The body housing supports a pair of outwardly facing microphones on the right and left side of the housing to detect sound from either side. The control and sound circuit compares the sound energy received by the right side and left side microphones and determines the appropriate direction to pivot or rotate the head to simulate a “listening” attention by the doll.