As empowerment and agency have received wider usage within development research and policy, ambiguities and variant meanings have proliferated. Amidst this conceptual drift, there has also been a tendency to assimilate the two concepts. This tendency is problematic in a number of ways. First, agency has various meanings, and the weakest of these captures little of the concept of empowerment. Second, empowerment has a conceptual link with well-being that agency cannot have. Third, when empowerment is assimilated with expanded agency, that agency is not considered in a relational way: the focus is on how the agency of a group or individual becomes greater than it was, not on the degree to which their agency is dependent on or dominated by the agency of others. If empowerment no longer refers to social relations, it loses its direct relevance to the transformation of those relations and, as some critics have claimed, it ceases to be a transformative concept. After showing that there are cases of empowerment that cannot be captured by conceptions of empowerment that take power out, I draw upon the capability approach to propose relational conceptions of agency and empowerment that bring power back in.