"Feeling fat", the somatic experience of being overweight not fully explained by objective body weight, is considered to be an eating pathology maintenance factor. The traditional clinical understanding of "feeling fat" is based on the body displacement hypothesis, which suggests that negative emotions are projected onto the body and experienced as "feeling fat" in lieu of adaptive emotion regulation. A more recent theory suggests that "feeling fat" occurs in response to thought-shape fusion (TSF), a cognitive distortion in response to the imagined consumption of perceived fattening food. The present experimental study compared the roles of these two proposed mechanisms of "feeling fat" using self-report and psychophysiological measures. Eighty-two women (41 with binge eating, 41 control participants) self-reported "feeling fat" and had their heart rate variability (HRV), a physiological index of emotion regulation, measured before and after imagined inductions. Participants imagined either a personalized negative affective experience or consuming a preferred, so-called 'fattening' food. The TSF induction increased self-reports of "feeling fat" among participants with binge eating but not among control women. The negative affect induction did not increase self-reported "feeling fat" in either group. HRV did not significantly change in response to either induction for either group. TSF may be a more potent precursor to "feeling fat" than negative affect for individuals with binge eating. This may suggest new treatment directions, such as cognitive defusion from TSF when patients experience "feeling fat." The utility of HRV in monitoring "feeling fat" is questionable.