When performing imitation learning from expert demonstrations, distribution matching is a popular approach, in which one alternates between estimating distribution ratios and then using these ratios as rewards in a standard reinforcement learning (RL) algorithm. Traditionally, estimation of the distribution ratio requires on-policy data, which has caused previous work to either be exorbitantly data-inefficient or alter the original objective in a manner that can drastically change its optimum. In this work, we show how the original distribution ratio estimation objective may be transformed in a principled manner to yield a completely off-policy objective. In addition to the data-efficiency that this provides, we are able to show that this objective also renders the use of a separate RL optimization unnecessary.Rather, an imitation policy may be learned directly from this objective without the use of explicit rewards. We call the resulting algorithm ValueDICE and evaluate it on a suite of popular imitation learning benchmarks, finding that it can achieve state-of-the-art sample efficiency and performance.