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The 30 Most Confusing Movies In Cinema History

06 October 2015 | Features, Film Lists | by Kent Reason

20. Upstream Color – Shane Carruth


Writer and director Shane Carruth’s sophomore film is about two people who, after being infected by a parasite lose countless memories and their sense of identity. While clamoring to rebuild their broken lives, they begin to inexplicably remember each other’s histories as their own. Eventually everything leads back to a pig farm where they find records of other people who’ve been similarly affected. They send out copies of a text by Walden to summon all these individuals to the pig farm.

Upstream Color is markedly different from Carruth’s “Primer” in both aesthetics and story. In this film the cinematography is gorgeous, reminiscent of some of the more recent work of Terrence Malick. The narrative is interesting on paper, but nearly impossible to follow on screen. However Carruth has said that like Primer, everything one needs to understand Upstream Color is there for attentive viewers who’re up for the task.


19. Donnie Darko – Richard Kelly


Donnie Darko is a genre-defying cult classic that forever changed the reputation of demonic bunny suits. Jake Gyllenhaal plays Donnie Darko, a teenager with severe mental issues. Donnie has sleep-walking spells where he’s beckoned by Frank (creepy demonic bunny man) to do things (acts of vandalism etc.) Frank tells Donnie that soon the world will end, and thus begins the countdown to Donnie’s demise.

Richard Kelly’s debut film is a true original, even if it’s a bit on the confusing side in the latter half of the story. The writing is tight, the music is fitting, and the acting is solid all around; especially from Gyllenhaal who completely embodies Darko with just the right amount of teenage angst without coming off as irritating. Patrick Swayze is great as well, as the teen motivational speaker/child porn aficionado. Donnie Darko might elude you the first trip you take into its confounding, dark, deliriously funny world.


18. Lost Highway – David Lynch

Lost Highway (1997)

Bill Pullman is a saxophone musician who’s convicted of killing his wife and sentenced to die. Before his execution he changes into a different person entirely: Pete Dayton, played by Charlie Sheen doppelganger Balthazar Getty. Pete is released from prison and finds himself in a relationship with Bill Pullman’s “dead” wife (Patricia Arquette.)

Lost Highway, like all of Lynch’s strangest films is an overwhelming labyrinth of parallel universes and bizarre characters. Lynch himself said Highway is part of the same universe as the equally strange “Twin Peaks.” With this frame of reference one can feebly extrapolate some kind of logic out of the plot.

However, one could argue with this film (along with Mulholland Dr. and Inland Empire) there’s a strong emphasis on what the viewer can figure out intuitively rather than logically. It’s confusing as heck and nightmarish in tone, particularly the scenes featuring Robert Blake’s creepy character “Mystery Man.” You may not understand the road Lost Highway takes you down, but it’s undoubtedly a cinematic journey like no other.


17. Hukkle – Gyorgy Palfi

HUKKLE, director Gyorgy Palfi, Ferenc Bandi, on set, 2002, ©Shadow Distribution

In a quaint village in Hungary, an old man with a case of insatiable hiccups sits outside his house and watches the towns inhabitants. Hukkle is the first film from Gyorgy Palfi, who gained notoriety for his disturbing and strangely funny sophomore movie “Taxidermia.” In Hukkle, one can see the emergence of an interesting new voice in cinema.

This work has literally no plot whatsoever. The seemingly meaningless actions of the townspeople perplexes from the beginning. Why are we watching a cat get poisoned and die? Why are we watching two men watch with radiant happiness at their pigs copulating? Why does the old man have hiccups? The film is brim with these bizarre mysteries. If experimental narrative is your cup of tea, check out Hukkle. It’s unlike anything else out there.


16. Under the Skin – Jonathan Glazer

Under The Skin (2014)

Jonathan Glazer directs this cryptic but endlessly fascinating film starring Scarlett Johansson as an alien seductress who prowls the streets of Scotland for horny young males, only to take them back to her lair and submerge them in a viscous black liquid for unknown purposes. Upon meeting a severely deformed man during her “hunt,” she’s overcome for the first time with a sense of remorse for the man. This experience moves Johansson’s alien to become curious what it’s like to live as a human being.

This is a particularly hard film to pin down. Because of the highly interpretive nature of the disturbing otherworldly images and mostly unknown character motivations, Under The Skin will alienate audiences that need everything spelled out to them. This movie is something to experience, not necessarily understand. The true power of this masterpiece might elude until the strange and deeply moving climax. It’s must-see science fiction, and one of the most confusing films of all time.


15. Paprika – Satoshi Kon


A revolutionary new machine allows therapists to view the dreams of their patients. Soon the entire fabric of reality is pulling apart at the seams as characters begin entering each other’s dreams. Paprika is wildly original and beautifully animated. It’s also quite a dizzying mind trip, one that can easily lose you in its own logical inconsistencies.

The movie never bothers with explaining the rules of its world, and arguably the audience suffers for it. Then again, in a movie that takes place in surreal dreamscapes, logic be damned! It’s worth a watch if you’re into trippy animation or maddeningly confounding storylines. Paprika has both in excess.


14. The Matrix Trilogy – The Wachowski Brothers


Keanu Reeves, Lawrence Fishburne, and Hugo Weaving star in three science fiction films that will forever inspire thrills, thought, disappointment, and sometimes all-out confusion. This seminal trilogy starts off straight forward enough in its first film, and manages to completely fly off the rails in its second and third installments. How did Agent Smith escape the Matrix? How did he possess the body of hacker Bane in the real world? Why did the Oracle lie to Neo about being “the one?”

These questions are never answered, and yet beneath the heavy special effects and seemingly never-ending fight scenes, the philosophical ideas in The Matrix are worth pondering even if we never understand what the hell really happened at the end.


13. Fellini Satyricon – Federico Fellini

Fellini Satyricon

Fellini Satyricon is iconic Italian director Federico Fellini’s take on Petronius’s “Satyricon” a book written in ancient Rome during the reign of Nero. This is hands down the most experimental and all around bonkers film in Fellini’s impressive resume. The episodic structure of Satyricon, coupled with the truly wacky behavior of its characters adds to the utter confusion of this strange masterpiece.

There are really no character or plot arcs to describe in Satyricon, it’s really more of a showcase of a Roman culture drunk on decadence. Fellini uses his mastery of cinematic technique to capture this tone from the opening scenes to the dizzyingly surreal final minutes. When Fellini Satyricon opened in 1969, many theatre-goers dropped acid for the psychedelic, mystifying experience. Watch this film; it’s beautifully directed and shot, it’s weird, it’s one of the most confusing movies of all time.


12. Schizopolis – Steven Soderberg


Schizopolis tells the story of Fletcher Munson, an office employee under the management of Theodore Schwitters, who’s the head of a scientology-like self help group. While Schizopolis is not structured like a normal film, it does have 3 distinctive acts. Each act tells the same story from a different characters perspective.

Steven Soderberg is known for hard-edged dramas like the Oscar winning Traffic, Erin Brockovich, and the hit “Ocean’s” heist franchise. Schizopolis is easily Soderberg’s most inaccessible work; with its non-linear narrative, non-sequitur dialog, and general randomness of the experience. That said, this movie is also compulsively watchable and very funny. Soderberg, acting in the lead role, shows a natural knack for comedic timing.

Upon its theatrical release, Schizopolis was considered too weird for mainstream audiences and only played in a select few theatres. In the years since, the movie has garnered cult status and even secured a spot as a Criterion film. The extreme randomness of this movie may put one off at first, but it’s definitely worth a watch if you’re a fan of Soderberg and want a look at his most experimental work to date.


11. Inherent Vice – Paul Thomas Anderson

Inherent Vice

Joaquin Phoenix is Larry “Doc” Sportello, a pot smoking private detective who is hired by his ex girlfriend to look for her missing lover Mickey Wolfmann. At this, Doc spirals down a maddeningly intricate and confounding mystery that possibly has no resolution.

We meet many bizarre characters along the way; including Bigfoot Bjornsen (Josh Brolin) a straight-laced cop with an oral asphyxiation, Dr. Rudy Blatnoyd (Martin Short) a cocaine-obsessed dentist, and Coy (Owen Wilson) a heroin addict who as it turns out may or may not be more than one character in the story. Inherent Vice is based on the novel by Thomas Pynchon.

Paul Thomas Anderson’s films have always teetered between genres and categorizations. In the case of Inherent Vice, one can see the influence of hard-broiled film noir as well as the off-kilter goofiness of a Cheech and Chong stoner movie. This movie weaves so many threads together at a certain point one realizes it’s futile to untangle the plot, just give up and let the beautiful cinematography and hypnotic soundtrack wash over you.

There’s a profundity to Inherent Vice that evade until the last minutes of the film. It is here we get a sense that the confusion and convolution is really making a point about our journey through history, why we as a people drift in one cultural direction over another. As Vice’s narrator puts it: “…the sea of time and forgetfulness.

The years of progress gone and unrecoverable, of the land almost allowed to reclaim its better destiny only to have that claim jumped by evil-doers known all too well… taken instead and held hostage to the future we must live in now forever.” Even though Inherent Vice is easily the most perplexing detective film of all time, it’s also a visual and auditory feast whose ideas and themes leave much to chew on after.



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  • Mullholland Drive?

    • Unkle Amon

      Lost Highway will do the trick.

      • Tristan Reed

        Agreed – Lost Highway still baffles me, I don’t find Mulholland Drive confusing at all!

        • Carl Edgar Consiglio

          Lost highway is about a guy in jail imagining stuff and remembering things the way he would like to.

          • Tristan Reed

            I generally understand that – but I feel it is a more ‘confusing’ watch than Mulholland Drive which I feel is actually pretty straightforwards!! In fact – I feel a lot of the films on this list are more creative/surreal rather than ‘confusing’ 🙂


      That was my response. How could Mulholland Drive not make this list?

    • Ana

      I think there was the danger that any list with this title with contain all or Lynch’s work.

  • Xanian

    Good list. Cloud Atlas and Coherence have no business being on this list though. They were not confusing in the least, and this is not some stupid braggadocio. Both these movies were plain and meant to be understood easily. They could have been replaced by much better films.

    • Rudi

      Cloud Atlas continiously jumps back and forth between six time periods and deals with characters reborn into several bodies. A quick search on Google learns there are complete maps explaining how the puzzle works. It’s probably the most confusing (and the greatest) movie in this list.

      • Xanian

        You’re actually telling me that Cloud Atlas is a greater film than Paprika, Synecdoche New York, Under the Skin, Satyricon, Holy Motors, 2001: A Space Odyssey, Holy Mountain or the Mirror? Surely you’re joking?

      • George Georges

        That doesn’t make the story complicated, it’s all perfectly explained in the real book story, The Wachovskis version is just a stunning visual achievement but doesn’t do much in terms of story, the novel actually has a sense of closure.

    • William Bernard Freeman Pogrun

      I can relate your point for cloud atlas, althought it’s a great piece of film making, For coherence, well I was realy confuse untill the plot began to unfold, and even there, well I realy couldn’t tell where it would lead.

  • sirnaber
  • Grunge

    Memento wasnt confusing.. Maybe in the beginning but once you get the flow of the story, which is backward story telling, you eventually get it. It is in fact one of my favorite movies for its unique approach.

    • Harshit Harlalka

      Watch Following

  • Lynn Kitty Frey

    The Matrix Trilogy was directed by the Wachowskis. Not the Wachowski “brothers”. Fix your shit, author.

    • Rudi

      Actually it WAS directed by the Wachowski brothers. She officially became Lana after the release of Speed Racer, so during The Matrix trilogy she was still a man.

      The author also seems to understand this, since he doesn’t refer to the brothers in the Cloud Atlas entry.

      • Lynn Kitty Frey

        Trans women are always women. Invalidating little shits like you keep them from coming out of the closet.

        • Rudi

          Consider this discussion closed. I don’t argue with keyboard heroes.



        • Jacob Lyon Goddard

          Well you’re certainly winning hearts and changing minds with your sunny disposition.

          • Melinda Beil

            Widdle Miss Kitty seems a widdle upset. :/

        • Melinda Beil

          Why u so butthurt, bro?

  • Dagarar

    Come on! The End Of Evangelion. What do you have againt Hideaki Anno?

  • David Borja

    3 Women by Robert Altman has to be in the list.

    • Steve O’Rourke

      I’d substitute Altman’s Quintet (1979).

    • williamdais

      Love that film. Hypnotic and surreal! Good call.

  • Ana Claudia Praconi Rodrigues

    Tree of Life and Uncle Boonmee Who Can Recall His Past Lives are the most confusing ones, for me at least. 🙂

    • Chelsey Lee Bishop

      Tree of Life…definitely confusing!!

  • Stephen Romano

    The Fountain, in a beautiful way

    • kreason

      I love The Fountain! Do you think it’s more confusing/enigmatic than Pi though?

  • News Nayr

    Last Year at Marienbad???

    • Fernando Arenas

      That one takes the prize. By far.

    • kreason

      Haven’t heard of it until now, but will definitely check it out. Thanks!

    • Reckoner

      Definitely, but that’s the beauty about this film

  • Luis Miguel

    what about Zardoz?

  • NGboo

    Interesting list, even though I’d never put Cloud Atlas this high. Also, there should be more Japanese titles, such as Izo, Neji-shiki, Dogra Magra or some film by Shuji Terayama…

  • Andy Kubica

    Any David Lynch especially Eraserhead!

  • Sinan Yassen


  • Ivan Rokošný

    oh come on. Eraserhead?!

  • Jacob Lyon Goddard

    Uncle Boonmee Who Can Recall His Past Lives, Sweet Movie, The Monkee’s Head.

  • Klaus Dannick

    Persona and its drug-informed counterpart Performance are missing. I don’t find Pi or Twelve Monkeys particularly confusing (in fact, Gilliam’s Brazil seems a better fit than Twelve Monkeys). A better descriptive term for the films on this list might be “enigmatic” rather than “confusing”; and Peter Greenaway’s films (like Zoo and Prospero’s Books) are conspicuously absent as well. Nicolas Roeg’s Bad Timing should be here as well.

    • William Bernard Freeman Pogrun

      I agree On Brazil, I would even find The Adventures of Baron Munchausen or The Imaginarium of Doctor Parnassus more confusing than this one.

    • kreason

      Haven’t seen Zoo or Prospero’s Books yet. Kinda wish I would’ve made room for “The Pillow Book” by Greenaway though. Oh well.

      • Klaus Dannick

        The Pillow Book ia a great film, but it’s a rather straightforward narrative next to Zoo (original title: “A Zed and Two Noughts”), and Prospero’s Books is less of a narrative than it is an impression of a setting in which narratives may occur.

  • RiSky RahmaLia Sofyan

    Every aspect of The Room left me dumbfounded.

  • Klaus Dannick

    Oh, and Apocalypse Now.

  • Melinda Beil

    “Look Who’s Talking 2” was very confusing. Also “Pubert, the Magic Anal Troll” was confusing to me.

  • mohragk

    What about Denis Villeneuve’s ‘Enemy’?

  • The Master

  • ELBSeattle

    ‘Under the Skin’ wins the award for Worst Screen Adaptation Ever.


  • Harris K Telemacher

    Nice list. Although neither 12 Monkeys nor Memento are confusing, just complex. And The Matrix trilogy was confusing by accident. I don’t think they belong here.

  • Speaking of Lynch—where’s “Mulholland Drive”?!
    A spectacular, hypnotizing masterpiece (which leaves one feeling as if they need Cliff Notes to view it)!

  • What is more confusing and mind-bending than Eraserhead?

  • Gökhan A.
  • Akshay chandra

    trash humpers ?

  • Charlemagne

    Stay (2005) is the most confusing movie i have watched. I still have no clue what was going on there for real.

  • Maia Jintcharadze

    Wicker Park (2004)

  • williamdais

    2001: A Space Odyssey? Really?
    Right on target with Holy Mountain, Holy Motors and Lynch’s utterly self indulgent Inland Empire. Thanks for mentioning one I’d never heard of: Hausu. I look forward to tracking it down and getting befuddled.

  • Joe Montoto


    • royal nass

      what is so confusing about eyes wide shut?

      • Joe Montoto

        Well, for instance, what’s real and what’s a dream? Where exactly in the movie’s timeline does the dream begin?

        What are the meanings of the character and location names (Nick Nightingale, Over The Rainbow Shoppe)?

  • Dimitri Poenaru

    Lol. Mulholland Drive. Also Vertigo and Persona.

  • Agnimitra Sharma

    I believe Inland Empire is as simple & funny as it gets if you understand it..
    It’s about how we all are busy vomiting our own stories while no one is hearing none.
    It’s a comment on how we all are trying to understand & make sense of this rather meaningless world by constantly telling rather meaningless stories that fit our narrative but always failing to hear that everyone else has got the same amount of stories which are equally meaningless..

    Oh god, I hope it made sense.

  • Dr. M. Renoir

    Why is “Last Year at Marienbad” not on this list?

  • Spacehead2000


  • Lag00n

    ‘Brazil’ or ‘Fear and Loathing in Las Vegas’ by Terry Gilliam should’ve been closer than ’12 Monkeys’.
    Barton Fink by Coen Brothers,
    2046 (2004) Kar-wai Wong.
    and Un Chien Andalou (1929)?

    • royal nass

      there is nothing confusing about fear and loathing in las vegas. the movie is pretty straight forward. just because somebody is using drugs in a movie does not making it confusing neither is barton fink. barton fink is not confusing its just boring and sort of sucks as a movie

      • Lag00n

        Thanks for the recommendation nass, I’ve already watched most of his work (David Lynch) including his short films and you’re pretty much right about fear and loathing too, I never considered it confusing because of drugs but that’s my point of view.
        But i don’t understand why you said “Barton Fink sucks as a movie.”?
        Is there something specific you want to share?

        • royal nass

          i just thought barton fink was boring for the most part

    • royal nass

      watch some david lynch movies then you will see confusing and you will it difficult to follow the movie. recommend eraserhead, lost highway, blue velvet, inland empire

  • Douglas Couto

    Larry Wachowski and Lana Wachowski are the same person.

    • Andrew Morris

      They probably meant lana and lily

  • Denny

    I really must have a knack for understanding and following non-linear and fairly non-narrative types of films, because I don’t find any of the films on the list confusing or hard to follow.

  • João Aquino

    How could you do this list without any Adam Sandler’s movie?

    • jamesmerendino


  • corvus coraX


    • Daniele Concina

      All of Korine movies to be honest

  • Jerzy Tyszkiewicz

    southland tales…

  • Before I watched Inland Empire, a friend of mine described it as, “Really good, up until the last hour which consists of a continuous shot looking out from the front of a boat on a lake at night”. I love weird movies but that sounded just plain bad so I avoided it for several years. Then I broke down and watched it and kept waiting and waiting for the boat scene…

  • royal nass

    when i watched blue velvet by david lynch i got confused after he found the severed ear on the ground. i asked myself how the heck did the character know which apartment to do some investigating in?

    lost highway is just one big ball of confusion and lack of a plot. some of david lynch movies just suck and lost highway is one of them but although blue velvet was a little bit confusing it was still a good movie and worth checking it out

  • Fernando Arenas

    Last Year in Marienbad beats them all.

  • Thomas Yiannis


  • Carl Edgar Consiglio

    Not all these films are confusing. That said I would like to add The Shining, nobody seems to know precisely what it’s about. Madness? Ghosts?……

    • Louiselle Pace Gouder

      Madness; you would be familiar with that hehe; first impressions are always right! ghidt jien …

  • JacqMike77

    Sharknado confused me.

  • Zoltán Sándor Varga

    OK, let’s make it clear:
    Kontroll is not dystopian and not in the future; it’s simply an overstylized satire of an everyday practice of work in Hungary

  • Frag Wall

    The Wailing
    Vanilla Sky
    Mulholland Drive

  • Raymond Benson

    No way is “2001” the #1 most confusing movie. It makes perfect sense compared to a lot of the others on this list. The story is right there in front of you, told *visually* and not through dialogue. I was 13 when I first saw it with my father upon release, and I explained it to him afterward. I always got it. Folks who complain they “didn’t understand it” are not paying attention. I don’t think it should be on the list at all (however Kubrick’s “The Shining” perhaps does!). As others have commented, Bergman’s “Persona” or Resnais’ “Last Year at Marienbad” are more deserving.

  • Ted Wolf

    what about The Big Sleep?