Armed guards stand off to the side, watching Ten Thousand Things theater perform Will Power's "The Seven" for inmates at the women's prison in Plymouth. The updated version of the ancient Greek tragedy comes alive for audience members, who freely offer actors their suggestions, warnings, advice. The boisterous and raucous show is a high point for the performers.

"For actors, you can't beat the experience of performing for very hungry audiences," said H. Adam Harris, who played a warring brother in the play.

The company's productions of "Doubt," "Othello" and "Cyrano" have nabbed Ivey Awards.

Michelle Hensley, founder of Ten Thousand Things, has won wide recognition, including grants from the Mc­Knight and Mellon Foundations.

Hensley started out with a production in Los Angeles of Bertolt Brecht's "The Good Person of Szechwan," a parable in which the gods descend to Earth only to find selfishness, greed and corruption among those who should be upholders of their principles.

"The real genesis of Ten Thousand Things is that I love that play so much, and I wanted to find an audience that would care about it as much as I did," Hensley said. "Normal theater audiences in L.A. were all very jaded. They were all about film and TV, and only came to the theater because of someone in the cast. The audience that would really care about the story didn't have much money to come to us. So, I decided we would take the story to them."

Hensley moved Ten Thousand Things to the Twin Cities in 1993, and established the pattern of performing free in jails and shelters, and selling tickets for shows in more standard spaces for the general public.

"Theater is richer when everyone's in the audience," said Hensley. "When you include as many kinds of people as possible in your audience, your artistic work gets better. And because every kind of person is in the audience, we represent that also onstage."

The company spends the bulk of its nearly $500,000 budget on acting and creative talent, which explains her ability to attract top actors. Set pieces, musical instruments and props are minimal.

Hensley arrived at her vision after studying English at Princeton then completing graduate school at UCLA.

"There were things about theater in general that bothered me, like how it left so many people out," she said. "My grandfather was a farmer in Iowa. I used to try to imagine him at some of the plays I went to in New York, and he'd never be comfortable there. I wanted to spend my life doing theater, but not only making work for wealthy people."

After the play was ended on that cold winter day at the women's prison, the audience ran up to the performers, to Hensley, even to a critic, to offer effusive praise.

But don't think of what this troupe does as the theatrical equivalent of missionary work.

"It's kind of a selfish act for us," said Hensley. "We get so much from our audiences. Really, they make our work and us better."