The process of embodying imagination is something all performers do to some extent. Actors, dancers, singers, performance artists might all be called upon to embody an idea, thought, image or emotion by manifesting it in physical form. The focus here is how to cultivate or train this capacity for embodying imagination and how performers can make that capacity strong and flexible utilizing butoh-based approaches. A series of butoh-based exercises and their rationale are articulated as an exploration of embodying imagination in performer training. The exercises are organized into three sections: 1) training through distillation and the use of stillness; 2) training receptivity (not moving, but being-moved); and 3) training for transformation (embodiment of butoh-fu imagery). The chapter experiments with a potentially more expansive vocabulary for use in the studio by performers, directors/choreographers and teachers of performance, including moving beyond categorizing approaches as either “outside-in” or “inside-out” which set mind and body, emotion and intellect, thinking and doing in opposition.