The foundation of Motivational Interviewing is empathy and compassion. We reflect how clients think and feel, ask how they want to do with those thoughts and emotions and direct them to change their behavior. Then how about Exposure therapy? It involves deliberately exposing patients to their unwanted thoughts and emotions. Numerous studies have demonstrated its effectiveness in the treatment of disorders such as generalized anxiety disorder, social anxiety disorder, OCD, PTSD, and specific phobias. One of the methods of Exposure is imaginal exposure, which involves letting a client imagine the feared object or situation vividly to evoke fear and anxiety. OCD therapists often use this method for patients with fear of harming others because in vivo exposure is impossible. Therapists intensify how clients think and feel, ask them to experience them fully without avoidance and direct them to change their safety-behaviors. It is also a talk therapy, and the structure can be similar to MI. But can we make it empathic and compassionate? As an exposure therapist for 30 years, and an MI practitioner for 14 years, I am confident that the latter enhanced my ability to do the former. I present recordings of the actual session of imaginal exposure therapy. Beware, this session is emotionally provoking