EW has your exclusive first look at the adaptation of Lauren Oliver's best-selling novel, featuring a new Tones and I song, "Not Going Home."

By Sydney Bucksbaum
May 12, 2021 at 01:00 PM EDT
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Oliva Welch stars as Heather Nill in Amazon Prime Video's 'Panic.'
| Credit: Matt Lankes/Amazon Studios

It's time to face your fears with Panic.

EW has your exclusive first look at Amazon Prime Video's new YA series, adapted from Lauren Oliver's bestselling novel about graduating seniors who participate in a high-stakes, life-or-death game of challenges for prize money that they see is the only way out of their small town. But this year, the rules have changed — the pot of money is larger than ever and the game has become even more dangerous. As the players come face-to-face with their deepest, darkest fears, they'll be forced to decide how much they are willing to risk in order to win.

The series follows Heather Nill (Olivia Welch), who never intended to play the dangerous game — especially after it resulted in two teens dying the year prior. But when circumstances at home turn dire, she sees the game as her only option, and her nothing-to-lose attitude may be just what she needs to win the whole thing. But she's playing against her best friend Natalie Williams (Jessica Sula), the mysterious new guy Dodge Mason (Mike Faist), and the town's resident psychopath Ray Hall (Ray Nicholson), among many other seniors, so the competition is fierce. And with her best friend Bishop Mason (Camron Jones) begging her to stop, and Sheriff Cortez (Enrique Murciano) and the rest of the police on the hunt to destroy the game that's killing the town's teens, Heather has a long road ahead of her if she wants to win the whole thing.

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Credit: Matt Lankes/Amazon Studios

"It's about conquering fears but also being wrong about which fears that you have to conquer," Oliver tells EW. "And also about being wrong in some way about how to conquer those fears. It seems, in some ways, courageous to play the game, but it becomes very clear that the game is a false trap, and the things that people are afraid of are the ones that can't be placed into a challenge. And in a way even being willing to play the game is representative of a very, very deep terror that all of the kids have in different ways about how much their lives are worth."

As the author of the novel, Oliver had the freedom to adapt Panic however she wanted, and the biggest change from page to screen came in the form of the book's "villain" Ray Hall.

"Before we were casting, I said all of the characters, even the ones who seem very bad, they all have three dimensional arcs — except for Ray. Ray's just a piece of s---," Oliver says with a laugh. "And then when we cast Ray Nicholson, the more I saw him, I just did not believe that you would be committed to or even credibly believe over time that he is that villain. And that had to re-inform the entire arc of the character. And it's not due to his acting, it's just due to the depth that he was able to bring that actually galvanized me to stop being lazy. I mean in real life, very few people are cardboard cutouts. And people who are very uninteresting to watch on TV."

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Credit: Matt Lankes/Amazon Studios

There are other changes to the story that will surprise readers along the way, but Ray's character development and how it affects the other character's journeys — especially Heather's — will be the biggest shock. "The nice thing about adapting your own work is that you're allowed to take liberties other people might have been afraid to," Oliver says. "It was really important to me that the theme and the tone and the meaning be preserved, and not that any particular element itself stayed the same."

So what are you afraid of? Watch the heart-pounding trailer, featuring the new song "Not Going Home" from Tones and I, below now:

And check out more first look photos below:

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Credit: Matt Lankes/Amazon Studios
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Credit: Matt Lankes/Amazon Studios
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Credit: Matt Lankes/Amazon Studios
panic (water marked)
Credit: Matt Lankes/Amazon Studios
panic (water marked)
Credit: Matt Lankes/Amazon Studios

Panic is created, written by, and executive produced by Oliver and executive produced by Joe Roth, Jeff Kirschenbaum, and Adam Schroeder, with Lynley Bird and Alyssa Altman as co-executive producers. All 10 episodes premiere Friday, May 28 on Amazon Prime Video.

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