This chapter provides an overview of breathlessness in patients receiving palliative care. It draws on a variety of research studies and other literature on the subject, and outlines the most appropriate management strategies in the palliative-care setting. The chapter describes the enormous therapeutic value of simply 'being with' the patient in his or her distress and 'staying with' the discomfort this evokes in the practitioner. It encourages nurses and other practitioners to develop their knowledge and confidence in addressing the problem of breathlessness, and that it will help them to trust in their own capacity to make a real difference for patients—even when this feels like an impossibly difficult task. 'The sensation of "pathological" breathlessness in patients with advanced disease can be frightening and devastating'. The practice of breathing techniques can modify the level of anxiety experienced by patients with breathing difficulties. The benefits of activity-pacing are decreased anxiety and increased activity, together with a feeling of control and wellbeing.