Dyspnea is an alarming symptom for both the patient and the emergency physician. There are many causes of dyspnea, some of which are life-threatening, especially in the elderly patient. In addition to the usual cardiac and pulmonary causes such as congestive heart failure, asthma exacerbation, COPD, pneumonia, and pulmonary embolism, there are less common causes of dyspnea, which if not diagnosed and managed expeditiously may have dire consequences for both the patient and physician. We present a case of an elderly patient with a life-threatening unusual cause of acute shortness of breath, a diaphragmatic hernia with sepsis.