Humans seem to place a positive reward value on prosocial behavior. Evidence suggests that this prosocial inclination is driven by our reflexive tendency to share in the observed sensations, emotions and behavior of others, or self-other resonance. In this study, we examine how neural correlates of self-other resonance relate to prosocial decision-making. Subjects performed two tasks while undergoing fMRI: observation of a human hand pierced by a needle, and observation and imitation of emotional facial expressions. Outside the scanner, subjects played the Dictator Game with players of low or high income (represented by neutral-expression headshots). Subjects' offers in the Dictator Game were correlated with activity in neural systems associated with self-other resonance and anticorrelated with activity in systems implicated in the control of pain, affect, and imitation. Functional connectivity between areas involved in self-other resonance and top-down control was negatively correlated with subjects' offers. This study suggests that the interaction between self-other resonance and top-down control processes are an important component of prosocial inclinations towards others, even when biological stimuli associated with self-other resonance are limited. These findings support a view of prosocial decision-making grounded in embodied cognition. Hum Brain Mapp 37:1544-1558, 2016. (c) 2016 Wiley Periodicals, Inc.