"Breathless" is a song composed by Otis Blackwell and was the third record by Jerry Lee Lewis, whose version was released in February 1958 (see 1958 in music) on Sun Records. It spent 15 weeks on the Billboard Hot 100 chart, peaking at #7 in April 1958. The song also reached #4 on the country chart, #3 on the R&B chart, and #8 in the UK. The B-side, "Down the Line", also charted in 1958, reaching #51 on the Billboard pop singles chart. It was re-released in 1979 as part of the Sun Records Golden Treasure Series as Sun #25 and on the Quality label in Canada in 1958. The song was also featured in the 1983 film Breathless starring Richard Gere and Valerie Kaprisky along with the Jerry Lee Lewis song "High School Confidential".