This article considers both animation and human cognition in terms of process philosophy, and articulates some common ground between the processes of animation and the processes of human cognitive imagery. In doing so it suggests a new cognitive theory of animation – one that differs dramatically from the bulk of the literature surrounding cognitive film theories, which tend to focus only on the viewer’s cognitive response to the completed film. Instead this theory will address a number of process philosophy-based ideas that, together with a discussion of the use of cognitive imagery, can position animation quite apart from other mediums. Firstly, the author suggests that movement and image should be considered as distinct entities both in the animated form and in human cognition. Next, he suggests that animation and cognitive imagery are often made up of numerous layers signaling a unique set of processes and facilitating greater creative and epistemic potential. And finally the article considers the influence of sound as well as the comparative uses of metamorphosis.