Darren Aronofsky’s psychological thriller Pi (1998) is notable for its use of puzzle and mind-game film storytelling techniques. The film follows protagonist Max Cohen (Sean Gullette), a mathematical genius and anxiety-ridden paranoiac, as he attempts to decipher a hidden pattern which underlies reality. Reflexively, his journey and the film’s structure itself take on the form of a pattern; a dynamic between chaos and order in the gaining of knowledge, and conflict with entities intent in exploiting this knowledge. This essay argues that Pi’s use of puzzle mind-game storytelling highlights issues surrounding authoritarian institutions, such as corporate capitalism and organised religion, and their attempts to exert power over the individual. This exercise is codified in the oscillation of Max’s psychological state from chaotic to orderly, and a continuous shifting between power and disempowerment. Also emergent in this analysis are issues of competing definitions of power and ideas of how it may be overcome.