25 Movies That Will Give You A Panic Attack

We love movies that keep us on the edge of our seats, but some can cause serious anxiety. Here are a group of films that might very well have you breathing into a paper bag to calm down.

1. Rear Window (1954)

Universal Pictures

Director: Alfred Hitchcock

Stuck at home with a broken leg, Jeff (James Stewart) begins aimlessly spying on his neighbors. Soon, however, he finds he may be a witness to a murder. So many of Master of Suspense Hitchcock's movies are stressful, but there's something about Jeff's helplessness in Rear Window that makes the film extra anxiety-inducing.

2. Wait Until Dark (1967)

Warner Bros.

Director: Terence Young

A young blind woman named Susy (Audrey Hepburn) is terrorized by criminals trying to break into her apartment. She eventually realizes the only way to put them on an even playing field is to turn off all the lights. You don't have to be afraid of the dark to be stressed out by the film, which is relentlessly suspenseful.

3. Marathon Man (1976)

Paramount Pictures

Director: John Schlesinger

Graduate student Babe (Dustin Hoffman) gets caught up in his government agent brother's attempts to capture a Nazi war criminal. In the film's most famous scene, Babe gets tortured with a dentist drill as the Nazi (Laurence Olivier) asks, "Is it safe?" If you weren't afraid of the dentist before watching Marathon Man, you very well may be after.

4. Cape Fear (1991)

Universal Pictures

Director: Martin Scorsese

After being released from prison where he served time for raping a young woman, Max Cady (Robert De Niro) seeks revenge against the public defender he holds responsible for his jail sentence. What makes Cape Fear so stressful is how long it takes Cady to act — for a while, there's nothing anyone can do about his vaguely threatening behavior.

5. Funny Games (1997)

Madman Entertainment

Director: Michael Haneke

The film, which centers on two young men who take a wealthy German family hostage and force them to participate in sadistic games, repeatedly breaks the fourth wall, encouraging the audience to be complicit in the torture in addition to feeling for the victims. The end result is a tense, unpleasant experience.

6. Audition (1999)

Vitagraph Films

Director: Takashi Miike

Aoyama (Ryo Ishibashi) auditions women to be his new wife, including the seemingly innocent Asami (Eihi Shiina). But Asami turns the tables on him with one of the tensest torture sequences ever committed to film. Her glee is almost more painful than watching her cover Aoyama in needles. But the needles are pretty awful too.

7. Dancer in the Dark (2000)

Fine Line Features

Director: Lars von Trier

Czech immigrant Selma (Björk) works in a factory to raise money for surgery that will keep her son from going blind, until things take a very dark turn. The film builds to a conclusion that is nearly impossible to endure, making Dancer in the Dark the most depressing movie musical ever made.

8. Requiem for a Dream (2000)

Artisan Entertainment

Director: Darren Aronofsky

A woman (Ellen Burstyn), her son (Jared Leto), his girlfriend (Jennifer Connelly), and his friend (Marlon Wayans) become addicted to different substances and fall into despair and paranoia. Sara's diet pill-induced delusions are especially nerve-racking. You don't have to do drugs to feel the persistent anxiety of bugs under your skin: You can watch Requiem for a Dream instead!

9. City of God (2002)

Miramax Films

Director: Fernando Meirelles and Kátia Lund

In the Cidade de Deus suburb of Rio de Janeiro, organized crime is a serious problem: The film depicts its growth from the end of the '60s to the beginning of the '80s. Extreme violence is always stressful, but the young kids involved make it a much more distressing viewing experience.

10. Elephant (2003)

Fine Line Features

Director: Gus Van Sant

Two bullied outcasts (Alex Frost and Eric Deulen) go on a shooting spree at their high school in this film, which was inspired by the Columbine High massacre. Because Elephant is so grounded in reality, it feels more like a documentary than a film. The horrifying climax is brutal, but there's plenty of anxiety leading up to it.

11. Saw (2004)

Lionsgate

Director: James Wan

Two men (Leigh Whannell and Cary Elwes) wake up chained to a bathroom and quickly realize they'll have to take drastic measures to escape, mutilating themselves and each other. The Saw franchise (which now includes seven films) is often dismissed as torture porn, but the first movie is more about Jigsaw's psychological torment than dismemberment.

12. Hard Candy (2005)

Lionsgate

Director: David Slade

A 14-year-old girl (Ellen Page) goes home with an online predator (Patrick Wilson), then turns the tables on him with psychological torture. However deserved her torment of him is, her methods are harrowing, to say the least. Let's just say Hard Candy continues to have men everywhere nervously crossing their legs.

13. Children of Men (2006)

Universal Pictures

Director: Alfonso Cuarón

In a dystopian future where humans are infertile, a former activist (Clive Owen) is called on to protect a baby miraculously born to a young refugee (Clare-Hope Ashitey). Alfonso Cuarón has a masterful way of drawing the viewers into his film — it's completely immersive in a way that's both satisfying and incredibly unpleasant.

14. United 93 (2006)

Universal Pictures

Director: Paul Greengrass

On September 11, 2001, United Flight 93 is hijacked, and the passengers band together to stop the terrorists, at the expense of their own lives. The actions play out in real time for an incredibly realistic simulation of what actually happened five years before the film was made. It's deeply upsetting.

15. Bug (2006)

Lionsgate

Director: William Friedkin

Lonely waitress Agnes (Ashley Judd) connects with drifter Peter (Michael Shannon), who soon convinces her that the government is monitoring them with microscopic bugs. They become increasingly desperate and paranoid as they try to destroy the bugs. It's easy to feel panicky watching them give in to their delusions.

16. No Country for Old Men (2007)

Miramax Films

Director: Joel and Ethan Coen

Llewelyn Moss (Josh Brolin) stumbles on the aftermath of a bad drug deal, escaping with the money he finds, and thus, putting him in the path of hitman Anton Chigurh (Javier Bardem), who will stop at nothing to get it back. Despite the silly hair, Chigurh is truly terrifying and his calm manner of speaking only increases his ability to get under your skin.

17. Zodiac (2007)

Paramount Pictures

Director: David Fincher

Detectives try to track down the elusive Zodiac serial killer, but — spoiler alert — he's never caught. The fact that the Zodiac killer was real (and possibly still alive) certainly adds to the tension, but it's David Fincher's tight direction that makes Zodiac such a compelling edge-of-your-seat thriller.

18. Rachel Getting Married (2008)

Sony Pictures Classics

Director: Jonathan Demme

Fresh out of rehab, Kym (Anne Hathaway) attends her sister Rachel's (Rosemarie DeWitt) wedding and has a hard time not making everything about her and her problems. Though not a thriller, the film offers some shockingly stressful scenes, including Kym's cringe-inducing wedding speech and her confrontation with her mother (Debra Winger).

19. The Hurt Locker (2008)

Summit Entertainment

Director: Kathryn Bigelow

The U.S. Army Explosive Ordnance Disposal unit is tasked with removing and destroying highly volatile explosives. As you might have guessed, that doesn't always end well. Even if the bomb doesn't explode, it's unbearable to watch, as you become convinced that the IED is seconds away from going off.

20. Revolutionary Road (2008)

Paramount Vantage

Director: Sam Mendes

In the '50s, suburban couple Frank (Leonardo DiCaprio) and April (Kate Winslet) seem to be living a happy life, but both are suffering. April, pregnant again, feels particularly trapped. Though it's mostly a subdued drama, the claustrophobia these two experience is palpable, to the extent that the audience feels equally pinned to their seats.

21. Buried (2010)

Lionsgate

Director: Rodrigo Cortés

Paul Conroy (Ryan Reynolds), an American truck driver working in Iraq, wakes up inside a coffin and struggles to find his way out. Few other films have managed to capture such claustrophobic horror: As time runs out for Paul, his desperation becomes the audience's, and rooting for his survival transitions to serious panic.

22. Black Swan (2010)

Fox Searchlight Pictures

Director: Darren Aronofsky

Ballet dancer Nina Sayers (Natalie Portman) is obsessed with perfection — not to mention threatened by the arrival of talented new dancer Lily (Mila Kunis). Nina's nightmarish descent into madness is hard enough to watch, but it's the little moments of quiet horror (picking at her cuticles, for example) that make the film so stressful.

23. 127 Hours (2010)

Fox Searchlight Pictures

Director: Danny Boyle

Aron Ralston (James Franco) makes the mistake of canyoning off-trail by himself and ends up trapped, his arm pinned down by a giant boulder. You know how this ends — Aron cuts off his arm to free himself after an 127-hour ordeal. But knowing the conclusion somehow makes it worse, as you watch him struggle toward the inevitable.

24. Melancholia (2011)

Zentropa

Director: Lars von Trier

Justine (Kirsten Dunst) is suffering from crippling depression — and that's before she learns the planet Melancholia is on a catastrophic collision course with Earth. Yes, it's another Lars von Trier film: No one does dread better. Watching the planet come closer and closer, you feel tiny and completely at the whim of a fickle universe.

25. Gravity (2013)

Warner Bros. Pictures

Director: Alfonso Cuarón

Dr. Ryan Stone (Sandra Bullock) is nervous about being in space, and with good reason: A freak accident leaves her separated from her shuttle and spinning out of control. Another Alfonso Cuarón film, Gravity puts you in the place of Ryan as she's completely untethered: It's breathtaking, but you also might find yourself gasping for air.