Pain is intimately linked with action systems that are involved in observational learning and imitation. Motor responses to one's own pain allow freezing or escape reactions and ultimately survival. Here we show that similar motor responses occur as a result of observation of painful events in others. We used transcranial magnetic stimulation to record changes in corticospinal motor representations of hand muscles of individuals observing needles penetrating hands or feet of a human model or noncorporeal objects. We found a reduction in amplitude of motor-evoked potentials that was specific to the muscle that subjects observed being pricked. This inhibition correlated with the observer's subjective rating of the sensory qualities of the pain attributed to the model and with sensory, but not emotional, state or trait empathy measures. The empathic inference about the sensory qualities of others' pain and their automatic embodiment in the observer's motor system may be crucial for the social learning of reactions to pain.