Living in a threatening, noxious, and dangerous neighborhood may produce anxiety, anger, and depression because it is subjectively alienating. We hypothesize that neighborhood disorder represents ambient threat that elicits perceptions of powerlessness, normlessness, mistrust, and isolation. These perceptions in turn lead to anxious and angry agitation, and depressed exhaustion. We use data from the 1995 Community, Crime, and Health survey, a probability sample of 2,482 adults in Illinois, with a follow-up survey in 1998. We find that perceived neighborhood disorder is associated with high levels of anxiety, anger, and depression. Personal victimization mediates about 10 percent of the association. The rest of the association is mediated primarily by mistrust and, secondarily, by perceived powerlessness. Normlessness reflects neighborhood disorder, but it appears to have little influence on distress. Social isolation has trade-offs in its connections to neighborhood disorder and to distress. (Contains 1 figure and 2 tables.)