This document provides a differential diagnosis for dyspnea and tachypnea in dogs and cats. It lists potential physiological, upper airway, lower airway, restrictive, systemic, and toxic causes. Physiological causes include exercise, fear, heat, and pain. Upper airway disorders involve the cervical trachea, pharynx, larynx, and nasal passages. Lower airway issues affect the thoracic trachea, bronchi, and pulmonary parenchyma. Restrictive disorders relate to the diaphragm, masses, tumors, and chest wall abnormalities. Systemic factors involve neurologic diseases, metabolic derangements, and shock. Various drugs and toxins can also induce respiratory signs.