Top 3 Unnerving Films: The "mother!" of All Top 3's

Each week(ish), CinemATL Podcast hosts Martin Kelley and Michael D Friedman will be naming our Top 3 picks based on the weekend’s big movie release or event. Keep in mind, these lists are totally based on our opinion, and aren’t supposed to be a definitive list of the “best” movies. If you disagree with our selections, please let us know in the comments section below!


Darren Aronofsky's latest filmmother!, is now in theaters, continuing the director's tradition of unsettling, disturbing films. With that in mind, we looked deep into our wounded psyche's to bring you our Top 3 Unnerving Films. These are the films that left a lasting impression on us long after leaving the theater. 

Michael D Friedman's Top 3 Unnerving Films


1. Requiem for a Dream

For me, the conversations about about most unnerving film begins and ends with Requiem for a Dream. It isn’t even close for me. Granted, I don’t tend to watch horror or slasher films, so maybe I’m just sheltered. But to me, unnerving movies are more about psychology than gore.

Requiem is an excellent movie, and I recommend everybody see it. But I’m not sure you’d really ever want to see it again. After seeing this film in the theater, I made the mistake of buying the DVD the moment it came out, but I don’t think I’ve ever pulled it out of my collection.

Darren Aronofsky presents a film that, while filmed in an experimental style, is probably the most realistic representation of drug addiction in mainstream cinema. The movie often feels claustrophobic and overwhelming at the same time, a style that Aronofsky also brought to the table in Black Swan and Pi -- and from the reviews I’ve seen, in mother! as well. (I’m almost afraid to watch Noah…)

2. Seven

Seven (or perhaps more accurately Se7en), truly put director David Fincher on the map. From the very opening credit sequence, which is presented in a deliberately chaotic style (kudos to designer Kyle Cooper), you are put on edge. The story of a serial killer whose inspiration is the seven deadly sins, we get to not only see the gory details, but also follow the desperation of detectives (Morgan Freeman and Brad Pitt in his breakout role) on the case. Fincher’s stylistic direction and a twist ending (“What’s in the box?”) makes for an even more disturbing viewing experience that left viewers in shock walking out of the theater. And to wrap things up in a crazy, unconventional and unnerving way, even the end credits rolled backwards.

3. 8MM

It’s probably not a coincidence that 8MM is on my list, considering it’s written by Andrew Kevin Walker, who also wrote Seven. I feel this movie is underrated, but it’s still like a slightly worse version of that film. Let’s just say Joel Schumacher and Nicolas Cage are really no comparison for Fincher and Pitt. At any rate, 8MM tells the story of a detective (Cage) who is tasked to determine whether a snuff film is real. He then gets dragged into an underworld of depravity and sickness as he tries to tell fiction from reality. It’s not just the film that is questioned, but his own mental state. As Joaquin Phoenix says in the trailer, “There are some things that you see, and you can't unsee them.” I can’t ever unsee 8MM. That’s not a bad thing… it means the movie worked.

Honorable Mentions: Black Swan, The Blair Witch Project, Irreversible (I couldn’t make it past the very harsh first scene, so I can't speak to the whole film)

Martin Kelley's Top 3 Unnerving Films


1. The Exorcist

First of all, this may be one of the hardest lists to compile for me. Why? Because I steer clear of movies that I think will personally disturb me. So, no torture porn, or Gasper Noe flicks that are meant to make you leave a theater. I like theaters and like to be able to eat my popcorn and drink my frozen Coke without yakking, so yeah, I don’t have too many disturbing flicks on my date night itinerary.

However, my top pick is an obvious choice. I mean the story alone about demon possessed girl is already disturbing. The thought that there are still people trained by the Vatican to deal with contingencies like this has got to make the hair on your neck stand at attention if you really think about it. I mean, even if you don’t believe in that sort of thing, to know that a powerful organization like that spends time and effort on it has to creep you out a little, and if you are a believer, OMG.

How does it work on the screen though? Well, the music and uneasy vibe for starters. Then there’s the demonic makeup unearthly evil voice of the possessed Regan. It all adds up to a movie that isn’t just scary it’s downright unnerving.

2. Ju-on: The Grudge

The effectiveness of movies to have an effect on you physiologically comes down to what you hear more so than what you see sometimes. Well-placed noises turn something completely normal into terrifying territory. Ju-on: The Grudge succeeded in creating an original scary noise in its sound design. The ghost noises are likely eerier than everything you’ve ever heard in other horror films. The Japanese like to creep you out and many times they succeed. Ju-on: The Grudge is one of those times.

3. Requiem for a Dream

Okay, this may be a stretch but this movie did make me very uncomfortable as I watched it. In case you forgot about this one Requiem for a Dream tells parallel stories involving a woman, her son and his girlfriend that all end pretty terribly (sorry spoiler police) and that’s only the half of it. Ellen Burstyn, perhaps ironically, stars in the number one movie on this week’s list as well. However, in this movie she and the other characters are beaten down by one form of drug addiction or another and the way Darren Aronofsky shoots the addiction and ill-effects of the lifestyle makes for an unsettling experience. If I had planned to experiment with drugs prior to seeing this, those plans have been shuttered. Effective movie if not an enjoyable one to watch.

Honorable Mentions: The Shining, Compliance, Memento Mori