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* The Nazis have one in ''[[Film/CaptainAmericaTheFirstAvenger Captain America]]'' when, while observing Red Skull's new weaponry, they happen to catch a glimpse of his list of targets and realize HYDRA isn't exactly [[PiggybackingOnHitler on their side...]]
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* The Nazis have one in ''[[Film/CaptainAmericaTheFirstAvenger Captain America]]'' America: The First Avenger]]'' when, while observing Red Skull's new weaponry, they happen to catch a glimpse of his list of targets and realize HYDRA isn't exactly [[PiggybackingOnHitler on their side...]]
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* The Nazis have one in ''[[Film/CaptainAmericaTheFirstAvenger Captain America]]'' when, while observing Red Skull's new weaponry, they happen to catch a glimpse of his list of targets and realize HYDRA isn't exactly [[PiggybackingOnHitler on their side...]]
-->'''Nazi Officer''': ''Berlin'' is on this map!
-->'''Nazi Officer''': ''Berlin'' is on this map!
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*** Earlier, Loki [[spoiler: as Odin]] lets out an "oh shit" under his breath when he sees that [[spoiler: Thor has returned to Asgard.]]
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*** Earlier, Loki [[spoiler: as Odin]] lets out an "oh shit" under his breath when he sees that [[spoiler: Thor has returned to Asgard.]]
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** The Indominus itself gets one when [[spoiler: the mosasaurus grabs her by the neck and drags er underwater to her death.]]
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** The Indominus itself gets one when [[spoiler: the mosasaurus grabs her by the neck and drags er her underwater to her death.]]
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** In the rebooted version at the end. Chucky has himself delivered to Andy, the child from the first film, attempting to kill him in revenge. When he cuts his way out of his delivery box, however, Andy has a loaded shotgun aimed right at his head. Chucky's face is priceless.
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** In the rebooted version ''Film/CurseOfChucky'' at the end. Chucky has himself delivered to Andy, the child from the first film, attempting to kill him in revenge. When he cuts his way out of his delivery box, however, Andy has a loaded shotgun aimed right at his head. Chucky's face is priceless.
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* ''Film/Mr.Right'': At the end of the movie Francis and Martha are eating at an outdoor restaurant discussing which paleontological dig they want to visit next when the scene switches to the point of view of a sniper looking at them through his rifle scope. He concentrates of Francis who is doing something he can't identify. The latter turns the restaurant tray to face the sniper who then sees that what Francis was doing was writing "where's the girl?" on it. Martha shows up beside him wearing her cat's ears hairband and pointing a suppressed pistol at him."Oh shit!""pfuit."
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* ''Film/Mr.Right'': ''Film/MrRight'': At the end of the movie Francis and Martha are eating at an outdoor restaurant discussing which paleontological dig they want to visit next when the scene switches to the point of view of a sniper looking at them through his rifle scope. He concentrates of Francis who is doing something he can't identify. The latter turns the restaurant tray to face the sniper who then sees that what Francis was doing was writing "where's the girl?" on it. Martha shows up beside him wearing her cat's ears hairband and pointing a suppressed pistol at him."Oh shit!""pfuit."
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* ''Film/Mr.Right'': At the end of the movie Francis and Martha are eating at an outdoor restaurant discussing which paleontological dig they want to visit next when the scene switches to the point of view of a sniper looking at them through his rifle scope. He concentrates of Francis who is doing something he can't identify. The latter turns the restaurant tray to face the sniper who then sees that what Francis was doing was writing "where's the girl?" on it. Martha shows up beside him wearing her cat's ears hairband and pointing a suppressed pistol at him."Oh shit!""pfuit."
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** ''Film/ThorRagnarok'': When the Hulk shows up, Thor is ecstatic. Loki, meanwhile, is ''terrified'', no doubt remembering [[CurbStompBattle what happened last time they met]].
-->'''Loki''': I have to get off this planet.
-->'''Loki''': I have to get off this planet.
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** The Indominus itself gets one when [[spoiler: the mosasaurus grabs her by the neck and drags er underwater to her death.]]
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* ''Film/TheDarkKnightRises'':
** Daggett gets one during his meeting with Bane after the Stock Market attack. As Daggett chews out Bane for what looks to him to be a failure, Bane quietly orders his henchmen to leave them alone. Daggett tries to call them back saying that he's in charge, to which Bane responds by casually resting two enormous fingers on Daggett's shoulder and asking him, "Do you ''feel'' in charge?" Daggett clearly bricks it in that moment...[[spoiler: and doesn't last much longer.]]
** Daggett gets one during his meeting with Bane after the Stock Market attack. As Daggett chews out Bane for what looks to him to be a failure, Bane quietly orders his henchmen to leave them alone. Daggett tries to call them back saying that he's in charge, to which Bane responds by casually resting two enormous fingers on Daggett's shoulder and asking him, "Do you ''feel'' in charge?" Daggett clearly bricks it in that moment...[[spoiler: and doesn't last much longer.]]
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* ''Film/FrightNight2NewBlood'': Peter Vincent's appropriate reaction after his attempted staking of Gerri fails is a muffled "Oh, shit!".
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* Vincent Vega in PulpFiction goes into panic mode upon discovering that Mia Wallace, his boss's wife, has snorted up the very pure heroin he bought and is in the middle of an overdose. He knows that if Mia dies, he's fucked
* In Film/TankGirl the title character escapes from a {{Mook}} and then shows him that she's stolen the pins from his grenades. The grenades that are hanging from his belt. He just has time for an "Aw shit..." before they blow.
* In Film/TankGirl the title character escapes from a {{Mook}} and then shows him that she's stolen the pins from his grenades. The grenades that are hanging from his belt. He just has time for an "Aw shit..." before they blow.
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* Vincent Vega in PulpFiction ''Film/PulpFiction'' goes into panic mode upon discovering that Mia Wallace, his boss's wife, has snorted up the very pure heroin he bought and is in the middle of an overdose. He knows that if Mia dies, he's fucked
fucked, so he tears through town to reach a friend of his so that he can save her.
* InFilm/TankGirl ''Film/TankGirl'' the title character escapes from a {{Mook}} and then shows him that she's stolen the pins from his grenades. The grenades that are hanging from his belt. He just has time for an "Aw shit..." before they blow.
* In
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* Vincent Vega in PulpFiction goes into panic mode upon discovering that Mia Wallace, his boss's wife, has snorted up the very pure heroin he bought and is in the middle of an overdose. He knows that if Mia dies, he's fucked
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* Curiously enough, there's one of these in the reverent film ''Film/TheSongOfBernadette'' after the novice mistress from hell discovers Bernie is not [[IJustWantToBeSpecial doing a fake limp]] but has tuberculosis of the bone, an excruciatingly painful disease. Veteran stage actress Gladys Cooper does [[http://www.youtube.com/watch?v=8cs9ofAuWFw&feature=player_detailpage#t=3508 one of the most beautiful Oh Craps in film]]. Actually two... one after another.
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* Curiously enough, there's one of these in the reverent film ''Film/TheSongOfBernadette'' after the novice mistress from hell discovers Bernie is not [[IJustWantToBeSpecial doing a fake limp]] but has [[https://en.wikipedia.org/wiki/Pott_disease tuberculosis of the bone, bone]], an excruciatingly painful disease. Veteran stage actress Gladys Cooper does [[http://www.youtube.com/watch?v=8cs9ofAuWFw&feature=player_detailpage#t=3508 one of the most beautiful Oh Craps in film]]. Actually two... one after another.
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** ''Film/PiratesOfTheCaribbeanAtWorldsEnd'', when [[spoiler:[[SmugSnake Beckett]] realizes that the ''Black Pearl'' and ''Flying Dutchman'' have teamed up to take down none other than HIM. Cue VillainousBreakdown]].
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** ''Film/PiratesOfTheCaribbeanAtWorldsEnd'', when [[spoiler:[[SmugSnake Beckett]] realizes that the ''Black Pearl'' and ''Flying Dutchman'' have teamed up to take down none other than HIM. Cue VillainousBreakdown]].VillainousBSOD]].
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Trope name correction to fix a broken link. Nothing more.
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* At the very end of ''Film/SpiderManHomecoming'', Peter gets a very epic one when [[spoiler:Aunt May shouts out [[PrecisionFBomb "WHAT THE FU--?!"]] as he's standing there. In his Spider-Man costume. Unmasked. Peter goes from "Oh, yeah, best day ever!" to "Aw, shiiiiiit..." in no time flat.]]
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* At the very end of ''Film/SpiderManHomecoming'', Peter gets a very epic one when [[spoiler:Aunt May shouts out [[PrecisionFBomb [[PrecisionFStrike "WHAT THE FU--?!"]] as he's standing there. In his Spider-Man costume. Unmasked. Peter goes from "Oh, yeah, best day ever!" to "Aw, shiiiiiit..." in no time flat.]]
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* At the very end of ''Film/SpiderManHomecoming'', Peter gets a very epic one when [[spoiler:Aunt May shouts out [[PrecisionFBomb "WHAT THE FU--?!"]] as he's standing there. In his Spider-Man costume. Unmasked. Peter goes from "Oh, yeah, best day ever!" to "Aw, shiiiiiit..." in no time flat.]]
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* In ''Film/TheAdventuresOfRockyAndBullwinkle'', Fearless Leader has zombified most of the United State by now. He is monologuing about his plans for world domination. Then Boris and Natasha cry out in unison: "FEARLESS LEADER, MOOSE IS LOOSE!"
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* In ''Film/TheAdventuresOfRockyAndBullwinkle'', Fearless Leader has zombified most of the United State States by now. He is monologuing about his plans for world domination. Then Boris and Natasha cry out in unison: cries out: "FEARLESS LEADER, MOOSE IS LOOSE!"LOOSE!"
** Before that, the Old Jeb who rents the heroes the biplane tries to warn them that the plane won't be able to carry Bullwinkle's weight, but they've already taken off, leading to him shouting the trope name verbatim.
** Before that, the Old Jeb who rents the heroes the biplane tries to warn them that the plane won't be able to carry Bullwinkle's weight, but they've already taken off, leading to him shouting the trope name verbatim.
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** Before Théoden's DoubleTake, comes the DoubleTake of the Orc Commander. The Oh Crap moment so brilliant they show it twice, first as the dawning comprehension that the Riders ''are not stopping'' and then a moment later when the Riders have obliterated his ranks and he realizes just how screwed he really is.
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** Before Théoden's DoubleTake, comes the DoubleTake of Gothmog, the Orc Commander. The Oh Crap moment so brilliant they show it twice, first as the dawning comprehension that the Riders ''are not stopping'' and then a moment later when the Riders have obliterated his ranks and he realizes just how screwed he really is. Bonus points for earlier showing, in contrast to other orcs, just how fearless this one was.
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* ''HedwigAndTheAngryInch'' has a heartbreaking example: the look on Hedwig's face as the Berlin wall falls, and she realizes she gave up ''everything'' she had for nothing.
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* ''HedwigAndTheAngryInch'' ''Film/HedwigAndTheAngryInch'' has a heartbreaking example: the look on Hedwig's face as the Berlin wall falls, and she realizes she gave up ''everything'' she had for nothing.
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Added the "I Shot Jesse James" example.
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* ''Film/IShotJesseJames'': Robert Ford gets one during the BathtubScene when UsefulNotes/JesseJames implies that he knows about Bob's plan to betray him ("What are you waiting for, Bob? There's my back."). [[spoiler: However, it turns out Jesse [[BaitAndSwitch was just asking Bob to help him wash his back]], and Bob quickly relaxes]].
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** A few moments later...
-->'''Helmsman''': Captain, I've picked up another ship!
-->MostWonderfulSound ensues as the ''Enterprise'' drops out of warp to open a can of whoop ass on Nero's torpedoes, clearing the road for Spock.
-->'''Helmsman''': Captain, I've picked up another ship!
-->MostWonderfulSound ensues as the ''Enterprise'' drops out of warp to open a can of whoop ass on Nero's torpedoes, clearing the road for Spock.
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** Dent's reaction to [[http://www.youtube.com/watch?v=mwluvtQOX_4#t=54s Rachel Dawes telling him that]] [[SadisticChoice only of them would survive, and their friends had to choose who]].
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** Dent's reaction to [[http://www.youtube.com/watch?v=mwluvtQOX_4#t=54s Rachel Dawes telling him that]] [[SadisticChoice only one of them would survive, and their friends had to choose who]].
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* ''TheSting'': Lonnie Donnegan's insider Harmon calls with the tip "Place it on Lucky Dan" in a race. At Shaw's (Henry Gondorff) gambling place, Donnegan bets $500,000 on Lucky Dan to win. Donnegan's face tells all when Harmon learns what he did and says this:
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* ''TheSting'': ''Film/TheSting'': Lonnie Donnegan's insider Harmon calls with the tip "Place it on Lucky Dan" in a race. At Shaw's (Henry Gondorff) gambling place, Donnegan bets $500,000 on Lucky Dan to win. Donnegan's face tells all when Harmon learns what he did and says this:
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* In the ''RockyAndBullwinkle'' movie, Fearless Leader has zombified most of the United State by now. He is monologuing about his plans for world domination. Then Boris and Natasha cry out in unison: "FEARLESS LEADER, MOOSE IS LOOSE!"
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* In the ''RockyAndBullwinkle'' movie, ''Film/TheAdventuresOfRockyAndBullwinkle'', Fearless Leader has zombified most of the United State by now. He is monologuing about his plans for world domination. Then Boris and Natasha cry out in unison: "FEARLESS LEADER, MOOSE IS LOOSE!"
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* ''Film/{{Thor}}'': Loki has just managed do convince the Frost Giants to let him, Thor and their friends leave Jotunheim without a fight, but then one of the Frost Giants insults Thor as they leave.
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* ''Film/{{Thor}}'': Loki has just managed do to convince the Frost Giants to let him, Thor and their friends leave Jotunheim without a fight, but then one of the Frost Giants insults Thor as they leave.
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* ''Film/{{Thor}}''
-->'''Laufey:''' Run home, little princess.
-->'''Loki:''' ''Damn''.
-->'''Laufey:''' Run home, little princess.
-->'''Loki:''' ''Damn''.
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* ''Film/{{Thor}}''
-->'''Laufey:'''''Film/{{Thor}}'': Loki has just managed do convince the Frost Giants to let him, Thor and their friends leave Jotunheim without a fight, but then one of the Frost Giants insults Thor as they leave.
-->'''Frost Giant:''' Run back home, little princess.
-->'''Loki:'''''Damn''.''[[ThisIsGonnaSuck Damn]]''.
-->'''Laufey:'''
-->'''Frost Giant:''' Run back home, little princess.
-->'''Loki:'''
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-->'''Black Widow:''' (on seeing the [[spoiler: giant alien space-dragon chasing Stark]]) I...I really don't see how that is a party.
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-->'''Black Widow:''' (on seeing the [[spoiler: giant alien space-dragon chasing Stark]]) I...I really don't see how that is a party.
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-->'''ComicBook/CaptainAmerica:''' What's the matter? Scared of a little thunder?
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-->'''ComicBook/CaptainAmerica:''' What's the matter? Scared of a little thunder?lightning?
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*** Near the end, Apocalypse [[spoiler:is barely holding off the combined attacks of Cyclops, Magneto, and Storm, while mentally battling with Xavier. Then, Jean Grey enters the battle, and unleashes the full power of the Phoenix...]]
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* ''Film/TheSumOfAllFears'': The look on MorganFreeman's face is priceless when he realizes [[spoiler:there is a nuclear bomb at the Super Bowl. Where he happens to be. Along with the President. And ''60,000'' people. And the camera shows as many of those 60,000 people it can.]]
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* ''Film/TheSumOfAllFears'': The look on MorganFreeman's Creator/MorganFreeman's face is priceless when he realizes [[spoiler:there is a nuclear bomb at the Super Bowl. Where he happens to be. Along with the President. And ''60,000'' people. And the camera shows as many of those 60,000 people it can.]]
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* ''Film/AHardDaysNight'': RingoStarr [[http://www.youtube.com/watch?v=dNZwn6h2FhU helps a lady--right into a sinkhole]].
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* ''Film/AHardDaysNight'': RingoStarr [[http://www.Music/RingoStarr [[https://www.youtube.com/watch?v=dNZwn6h2FhU helps a lady--right into a sinkhole]].
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* AmazingGraceAndChuck: [[spoiler: When Amazing and Lynn realize he's on a private jet she didn't arrange. She starts to panic immediately and he tries to console her that maybe its not what they think (unfortunately it is). He leaves her with a few comforting LastWords just in case.]]
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* AmazingGraceAndChuck: ''Film/AmazingGraceAndChuck'': [[spoiler: When Amazing and Lynn realize he's on a private jet she didn't arrange. She starts to panic immediately and he tries to console her that maybe its not what they think (unfortunately it is). He leaves her with a few comforting LastWords just in case.]]
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Moving to proper title.
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%% Image selected per Image Pickin' thread: http://tvtropes.org/pmwiki/posts.php?discussion=1324490908089320100
%% Please do not change or remove without starting a new thread.
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[[quoteright:350:[[Film/JurassicPark http://static.tvtropes.org/pmwiki/pub/images/film-oh-crap_8040.png]]]]
[[caption-width-right:350:[[TheCanKickedHim At least he won't mess his pants]].]]
->''"The fact that you have "[[WeaponForIntimidation Replica]]" written down the side of your guns, and the fact that'' I ''have [[HandCannon Desert Eagle .50]] written down the side of mine, should precipitate your balls into shrinking... along with your presence. Now...'' fuck off.''
-->-- '''Bullet Tooth Tony''', ''Film/{{Snatch}}''
* ''Film/TheDarkKnight'':
** Dent's reaction to [[http://www.youtube.com/watch?v=mwluvtQOX_4#t=54s Rachel Dawes telling him that]] [[SadisticChoice only of them would survive, and their friends had to choose who]].
** Also happens in the beginning where Happy, one of the robbers at a local bank, is killed by another robber, Grumpy, in the bank vault.
** A very mild example, but when Joker realized that no one in the boat was detonating the bombs.
** Officer Wuertz gets one when he sees [[spoiler: a disfigured Harvey Dent (who he turned over to the Joker's men) pointing a gun at his head.]]
* The first landing site in ''{{Film/Interstellar}}'' turns out to be in the middle of a knee deep body of water that stretches to the horizon with a huge mountain range faintly visible in the distance. The signal from the previous expedition turns out to come from just a small piece of debris.
--> '''Cooper:''' ''"Those aren't mountains. [[GiantWallOfWateryDoom They are waves.]]"''
--> '''Brand:''' ''"Oh, shit. Oh, shit... Oh, shit.'''"
* ''Divorcing Jack'':
** Happens when the gang blackmailing Michael Malley (Robert Lindsay), having just killed him with a booby-trap bomb in a tape recorder, drive off with the blackmail money in a briefcase; opening the case, and taling out the middle bundle, they see a bomb, and realise they have just triggered it... "Oh, SHITE....."
* ''Film/TheShawshankRedemption'' features several in a row on [[spoiler:Warden Samuel Norton]]'s part.
** The way he looks out the window when [[spoiler:hearing the sirens go off, likely realizing a prisoner is missing.]]
** The way he looks at [[spoiler:the tunnel he discovers by accident when throwing a rock at a poster]].
** The look on his face when he sees a newspaper saying [[spoiler:"Corruption, Murder at Shawshank."]]
** Also, the look on his face when [[spoiler:he sees a Bible with a hole in it [[BookSafe in which Andy hid the rock hammer with which he dug his way out, likely implying that Norton realized the connection between Andy having escaped and himself being busted]]. Bonus points for being so shocked that he dropped his Bible]].
* Done hilariously by the townsfolk of Rock Ridge in ''Film/BlazingSaddles'' with the emergence of [[TheBrute Mongo]].
** "Never mind that shit, [[MakeRoomForTheNewPlot here comes Mongo!!]]"
** "Now gather around here folks and...(Salesman spots Mongo)..HOLY SHIT!!
* ''Film/{{Jaws}}'': Brody has one during the [[http://www.youtube.com/watch?v=_2Ecwm7Alrc#t=3m48s beach scene]], complete with [[VertigoEffect Dolly Zoom/Vertigo Effect]] and [[ScareChord screeching violins]].
** Also the scene where Brody [[http://www.youtube.com/watch?feature=player_detailpage&v=2I91DJZKRxs#t=11s first sees the shark]].
* ''Film/TheSearchers'': It's dusk, Ethan Edwards and the posse were lured out to investigate a cattle abduction, and Martha Edwards is putting out all the lights. When Lucy Edwards realizes why (the Comanche are on a murder raid), she starts screaming her head off.
* In ''Film/BigGame'', the tour guide's face literally screams "oh crap!" when he hears Hazar's description of rocket launcher and realizes what his clients intend to do.
* ''Film/{{Apollo 13}}'' has the best one ever. Amidst all the alarms ringing and chatter as the crew and Mission Control tries to figure out what happened, mission commander Jim Lovell takes the simple action of looking out his window--and sees a cloud of gas. Lovell, after exhibiting the look himself, quietly reports: "Houston, we are venting something into space." Followed by Swigert's and Haise's heads turning like swivels to look at him, followed by Mission Control going deathly quiet (complete with VertigoEffect) as they realize just how badly in trouble the astronauts are. And then Lovell verifies exactly what is venting: "It's got to be [[AlmostOutOfOxygen the oxygen]]." Really brilliantly done.
** Later, when the astronauts get their first visual of the damage: "[[ExplainExplainOhCrap Houston, we're getting our first look at the service module now. One whole side of the spacecraft is missing. Right by the high gain antenna, a whole panel is blown out. Right up... right up to]] [[ReentryScare our heat shield.]]" As everyone involved was well aware, a spacecraft with damaged heat shield ''cannot'' survive atmospheric reentry.
* At the end of ''Film/{{Goodfellas}}'', Tommy arrives at his boss's house to be made a Made Man, but when he enters the room and nobody is there, he only has time to say ''"Oh, no-"'' before his brains are blown out from behind.
* In ''Film/PointBreak1991'', when Johnny realizes Bodhi is the leader of the President Gang - and when Bodhi realizes Johnny is an FBI agent.
** Also Bodhi in the end scene when Johnny throws the Reagan mask at his feet, saying ''Missing something, bro?''
* ''Film/KillBill Volume 1'' - The Bride's face as she listens to dozens of motorcycle engines approaching, and the ensuing conversation with O-Ren.
--> '''The Bride:''' Is that what I think it is?
--> '''O-Ren Ishii:''' You didn't think it was gonna be that easy, did you?
--> '''The Bride:''' Y'know...[sigh]...for a second there...yeah - [nervous giggle] - I kinda did.
* David Bowman in ''Film/TwoThousandOneASpaceOdyssey'' as he is taken beyond the infinite. His face falls from a look of slightly frightened, perplexed wonder to a terrified grimace.
* "Film/DasBoot": the sub crew is searching a foggy section of sea for the British Convoy they are hunting. Looking through the periscope, the Captain sees the fog give way to every submariner's nightmare -- a Destroyer -- coming straight at them, full steam.
* ''Film/TheLastStarfighter'':
** "I'll have it all figured out by the time we reach the Frontier..."
** Also Lord Kril and his First Officer's reaction to finding out they're about to [[spoiler: crash into the moon of Galan:]]
--> '''First Officer:''' We're locked into the moon's gravitational pull! What do we do?!
--> '''Lord Kril:''' ''(Calmly)'' We die.
* In ''Film/BladeII'', TheMole is playing with a bomb he thinks is a dud... only it's not a dud, and Blade reveals he was on to him from the start, and presses a second button on the detonator...
* The Illinois Nazis in ''Film/TheBluesBrothers'' find themselves going off the wrong end of an incomplete flyover.
--->''"I've always loved you."''
* The entire human race has this reaction upon seeing the massive destroyers in ''Film/IndependenceDay''.
** As far as those huge ships are concerned, the OhCrap for the human race didn't kick in until it was confirmed that the aliens were hostile and they actually started unleashing hell with those {{Wave Motion Gun}}s.
** Harvey Fierstein says those exact words right before a flying car crushes him.
** An alien makes one the moment it realizes the Mothership has been hacked and sees a nuclear missile being shot at its face. A second alien repeats this when it sees said nuclear missile counting down...
** Another minor one appears in the mothership when the aliens override David and Steven's ship and open the shutter on the front window:
--->'''David''': "I'm not doing this; they're overriding the system. '''OOOOOHHHH SHIT!''' Um, er... hide!"
* Another Harvey Fierstein moment, from ''Film/KullTheConqueror''. Harvey's character has just looked through Kull's gear he's stolen remarking on how much he can sell it for. He looks at Kull struggling with the ropes binding his hands to the deck and remarks that he won't be able to get loose because the ropes are strong. Kull replies, "Pity your ship isn't," and rips the plank he's tied to right out of the deck.
* ''Film/KickAss'':
** It has an awesome example after the [[BigDamnHeroes strobe light shootout.]] The unbelievably confused look on the faces of both Frank and Chris D'Amico is [[http://i47.tinypic.com/6p0136.jpg gold.]] Also counts as MoodWhiplash.
** When Chris and Frank watch the hidden camera footage of Big Daddy's [[CurbStompBattle assault on Frank's warehouse]]. Chris just came from changing his pants when he brought that video to his dad.
** The bazooka scene is full of those. At the start it's the D'Amico goons when they see that Hit-Girl may have empty guns but has a lot of knives and a perfect aim. Then it's Hit-Girl's turn when Big Joe says he's gonna grab the [[NoKillLikeOverkill bazooka]], immediately followed by Red Mist when he sees Big Joe grabbing the bazooka and claiming [[BlatantLies "It's all under control"]]. Finally it's Big Joe and the D'Amico goons again when they're about to fire the bazooka and Kick-Ass pops out with a jetpack and [[GatlingGood two Gatling guns]].
** Frank has defeated Hit-Girl and beaten her within an inch of her life and he's about to kill her when Kick-Ass arrives with the bazooka. He has barely time to pull the face before [[NoKillLikeOverkill Kick-Ass shoots him with the rocket]].
* ''Film/{{Ghostbusters 1984}}'':
** The Stay Puft Marshmallow Man's face becomes an expression of "Oh Crap" just before the Ghostbusters cross their streams and obliterate him.
** The Ghostbusters themselves when Stay Puft shows up.
--->'''Egon:''' Sorry, Venkman. I'm terrified beyond the capacity for rational thought.
* Makes up half of both ''Film/HomeAlone'' movies.
** This happens to Kevin in the second ''Home Alone'' movie when he is captured by Harry and Marv and discovers that Harry does in fact have a gun and [[MoralEventHorizon fully intends to]] [[WouldHurtAChild use it on him.]]
* ''Franchise/IndianaJones'':
** ''Film/IndianaJonesAndTheTempleOfDoom'':
*** When Indiana Jones is faced with two Thuggee swordsmen, he reaches for his trusted gun in what at first seems to be a remake of the famous WhyDontYouJustShootHim subversion in the first film, only to find it missing.
*** The face Mola Ram makes when Indy cut the RopeBridge they're all standing on.
** ''Film/IndianaJonesAndTheLastCrusade'':
*** After Indy has beaten Vogel to a pulp on top of the tank, he looks up to see it moving right towards a very tall cliff. He's so stunned ''[[ScrewThisImOuttaHere his hat blows off his head]]''.
*** Vogel himself gets one ''after'' the tank has gone over and he sees the ground coming up.
*** Indy has one when he finds himself face-to-face with ''UsefulNotes/AdolfHitler himself''.
* ''Leon / Film/TheProfessional'':
** "This... is from Mathilda". [[spoiler:Leon, dressed in SWAT gear, makes it past the cops coming for him, but on his way out Stansfield shoots him in the back. He presses something into Stanfield's hand and says, "This is from Mathilda." Stansfield doesn't understand for a moment, then realizes what it is: a grenade pin. And Leon has several more on his chest. Stansfield says "Shit" and is blown to bits]].
** A lesser, but as good version is early in the final battle when a SWAT team first approaches the apartment. The point man looks around the corner:
--->'''SWAT Leader:''' Do you see him?\\
'''Point Man:''' Yes. He's right here. He's got a gun to my head.
* In ''Film/RaisingArizona'' when Leonard Smalls smiles down on the beaten Hi, only to see the grenade pin around Hi's finger.
* ''Film/TheLordOfTheRings'':
** Despite being nothing but a big eye made out of flames, Sauron somehow manages this when he realizes his SoulJar is at the one place it can be unmade.
** Sauron when his Soul Jar [[spoiler: ''IS'' unmade.]]
** Bernard Hill as King Théoden does a series of ''great'' OhCrap faces in the ''Lord of the Rings'' films:
*** In ''The Two Towers'', Théoden asks [[TemptingFate "Is this all you can conjure, Saruman?"]], then looks ''extremely'' unnerved when the Uruk-Hai answer "no" by [[StuffBlowingUp blasting a hole]] in the Deeping Wall.
** In ''The Return of the King'', the arrival of the Rohirrim at Minas Tirith where they see just how huge the orc army is.
** When it seems they've actually won, the Oliphaunts arrive.
** Before Théoden's DoubleTake, comes the DoubleTake of the Orc Commander. The Oh Crap moment so brilliant they show it twice, first as the dawning comprehension that the Riders ''are not stopping'' and then a moment later when the Riders have obliterated his ranks and he realizes just how screwed he really is.
** Théoden when he sees the Witch-King coming right at him on its flying steed, in the moment before the fell beast bowls his horse over and drops it on him. The camera actually zooms and lingers on Théoden, who clearly lets out a [[ThisIsGonnaSuck sigh]].
** Bernard Hill is a great actor, he registers reactions that you only get on your second or third viewing - or maybe only after seeing the Director's Cut.
** Another blink-and-you-miss-it from Hill is when Théoden glances over and recognizes Éowyn beneath her Rohan armor disguise.
** A somewhat longer moment comes when the newly healed Theoden is out for Grima's blood and Aragorn stops him. You can ''see'' Theoden recognize 'Elfstan' the Captain who was in his father's service when he was a boy.
** Gríma has one when he sees the enormous uruk-hai army Saruman has created to sack Helm's Deep. To this point, he had been working with Saruman for to control Rohan, but he not been expecting Saruman to destroy it. [[http://www.youtube.com/watch?v=mLhvFSmhGC0 But my Lord there is no such force!]] According to the bonus DVD, the tear on Brad Dourif's cheek wasn't planned. It completely sells the moment, though.
** That huge orc army gets their Oh Crap moment as the Rohirrim charge, completely ignoring the arrows and spears (slightly) thinning out their numbers.
** The orc army gets an Oh Crap when Gimli, Legolas and Aragorn get off the boats and charge at them. They Oh Crap BEFORE seeing that these three dudes brought an army of ghosts with them, at which point they simply panic. They'd been expecting reinforcements on the ships - seeing people clearly ''not'' part of those forces get off instead was a clear signal that the reinforcements weren't coming.
--->'''Corsair Captain:''' [[TemptingFate You and which army?]]\\
'''Aragorn:''' ''This'' Army.
** There's Éowyn's look when she sees the Witch-King's ''frigging HUGE'' flail as he squares off against her. She got the last laugh.
** The Witch-King himself probably would've gotten one, if he actually had a face, when [[NoManOfWomanBorn he discovered that his opponent wasn't a man]].
** When he discovers the hard way that he's got ''two'' foes who are not Men.
** There's Gandalf giving a big speech to the Gondorians about how they can fight whatever comes through the gate. When the first thing through is at least four huge armored attack trolls, Gandalf gets a look on his face like "Well, I wasn't expecting ''that''."
** The whole Battle of Minas Tirith was a series of alternating Oh Crap moments for both sides. Denethor's FreakOut. The gate getting knocked down by Grond, the Rohirrim's arrival followed by the Oliphaunts. Gandalf nearly getting killed by the Witch-King, and then the latter really gets killed by Éowyn and Merry. And Aragorn bringing a [[TheCavalry big damn undead army]] to clean up the place.
** There's Saruman's reaction to the Ents trashing Isengard; if Creator/ChristopherLee is worried about something, you ''know'' it's bad. It's exactly the face you'd expect to see if someone was woken up with the news that the trees had come alive and were trashing his yard.
** Legolas gets a pretty good OhCrap look in Moria when he realizes there's a Balrog down there.
** After the goblins scatter and the Balrog's flames begin to build, Legolas is tensely adjusting his aim in the Balrog's general direction...then, he starts dropping the sight and releasing the tension in the bowstring--we can barely see his face but the body language perfectly communicates his realization that what is coming for them now is nothing he can even hope to harm. Then Gandalf ''names'' this monster and we get a shot of his face.
** The collective expressions of the entire Mordor army when they realize their master Sauron has been defeated.
** The hobbits--Merry and Pippin in particular, Pippin most especially--get OhCrap moments all throughout the story. Merry is in full OhCrap mode after meeting Treebeard, both hobbits share the reaction to Treebeard mentioning the "White Wizard" (assuming it was Saruman), Pippin's face reads this when Merry points out that Sauron thinks ''he'' has the Ring, Frodo's expression when the cave troll tries to impale him in Moria is this, Sam gets one when Frodo claims the Ring is his in Mt. Doom...
** "They have a cave troll."
*** Then about a minute later when Boromir realizes he's the only one still holding the troll's chain. And that the troll ''sees'' him holding its chain.
** Frodo in the first film, when he realizes that the two words that Sauron's forces got from Gollum (Shire and Baggins) means that they know where the One Ring is and are coming to take it.
* ''Film/MightyMorphinPowerRangersTheMovie''
** One can't help but smile at the "Oh, no" that [[spoiler:Ivan Ooze quietly says as he drifts into the path of a comet]].
** [[spoiler: Goldar and Mordant look at each other and go "Uh, oh" after seeing Lord Zedd and Rita Repulsa have returned to full size and are pissed about them going to work for Ooze.]]
* ''Film/{{Serenity}}'':
** The Operative's reaction when he sees the ship, ''Serenity'', approaching, alone, unarmed, and not even changing course directly into the waiting guns of the Alliance fleet... and then the Reavers burst out of the cloud right behind them. This is particularly effective, as the Operative has been absolutely stone cold up until that moment. "Target the Reavers. Target the Reavers! Target everything!! SOMEBODY FIRE!!!" [[http://i.imgur.com/Fg6Z1cd.png See how his face changes here.]]
** When the Operative realizes that [[spoiler: Mal [[MyNameIsInigoMontoya isn't paralysed]]]], which segues into a long, mostly off-screen OhCrap session while he watches the recording. It even seems to have caused a burn-out.
** The Operative when Inara says "And that's not incense!" Yesss!
** The doctor in the Academy, so proud of what he's done to River, the moment he realizes the well-dressed young man he's showing around isn't who he said he was. "She always did love to dance."
* ''Film/IronMan1'':
** In the very beginning, when Tony's convoy is attacked, he dodges bullets, scrambles to hide behind a rock, and then sees a missile with his name on it...
** This moment :
-->'''Tony Stark:''' How'd you solve the icing problem?\\
'''[[BigBad Obadiah Stane]]:''' ...Icing problem?
** The cut to inside Stane's helmet seals the moment. For about a second, we get a shot of Creator/JeffBridges watching his HUD wink out of existence, his face reading a definitive "this wasn't supposed to happen."
** The scene where Tony throws Raza's lieutenant in front of the people he had just been terrorizing, saying [[DoWithHimAsYouWill "He's all yours."]] The look on the lieutenant's face when he sees the people looking down at him as if to say "payback time, asshole" is priceless.
* ''Franchise/StarWars''
** ''Film/ThePhantomMenace'':
*** "Ouch time", courtesy of Captain Tarpals.
** ''Film/AttackOfTheClones'':
*** Obi-Wan, upon realizing he's still tied to Jango, whom he just knocked off the landing platform, puts it in true DeadpanSnarker form: "Oh, ''not'' good."
** ''Film/RevengeOfTheSith'':
*** Subverted at the end of Emperor Palpatine's duel with Yoda. Palpatine's Force lightning attack is caught harmlessly in Yoda's palm, who begins to redirect it just like he did against Count Dooku in the previous movie. Palpatine has an "Oh Crap" expression... but then the redirected energy explodes between them. Yoda's smaller stature and more precarious location causes him to be knocked off the platform they were fighting on, and Palpatine is victorious.
*** Count Dooku gives one when Palpatine orders Anakin to finish him off.
*** Almost every Jedi gives one when [[ThePurge Order 66]] is executed.
** ''Film/ANewHope'':
*** After Obi-Wan tells Luke that Stormtroopers, not Sand People, destroyed the Jawa sandcrawler:
--->'''Luke:''' But why would Imperial Stormtroopers want to slaughter Jawas? ''(looks at R2 and Threepio)'' If they traced the robots here, they would've learned who they sold them to, and that would lead them back... [[TheCallKnowsWhereYouLive Home]]!
*** When a group of Stormtroopers show up at Docking Bay 94, while Han is outside putting some finishing touches on the Falcon, his eyes grow wide when he sees them, just before they start shooting.
*** Han chased a handful of Stormtroopers down a hallway on the Death Star, he runs into a platoon. In the special edition, he runs into a ''company'' on parade.
*** Averted by Grand Moff Tarkin by not even realizing the Death Star is about to blow up. Motti, meanwhile, had a serious OhCrap speech.
*** Creator/AlecGuinness shows you how it's done with class in one quiet line.
--> '''Obi-Wan.''' That's no moon. It's a space station.
** ''Film/TheEmpireStrikesBack'':
*** Captain Needa had one when the Falcon vanished from scopes--he regains his composure and [[HeroicSacrifice sacrifices himself for his crew]].
*** In ''Film/TheEmpireStrikesBack'', Luke leaves his training unfinished, goes to Bespin to rescue his friends, and finds Vader waiting for him. Vader, who he knows full well he is completely unprepared to deal with. JohnWilliams' music during that scene - "[[http://www.youtube.com/watch?v=MnQCSGsGwr8 The Clash Of Lightsabers]]" - enhances it perfectly with nearly a minute of nervous buildup and then the rushing, panicked background music while the notes of the Imperial March start up slowly and ponderously.
*** The original moment at the end, when the ''Falcon'' manages to jump to light-speed, after Piett had assured Vader that his men had sabotaged the ship. Piett watches Vader with horror, knowing the [[YouHaveFailedMe price of failure]]. Made more chilling when Vader [[NothingIsScarier doesn't even regard him]], instead [[VillainsDyingGrace calmly and quietly leaving the room]]. Made less chilling by Piett actually surviving and appearing in the sequel.
** ''Film/ReturnOfTheJedi'':
*** "The Emperor's coming HERE?!" ::gulp::
*** When Lando realizes that [[spoiler:the Emperor had lured the Rebels into a trap]].
--->'''Lando:''' Well, how could they be jamming us if they didn't know we... ''([[ExplainExplainOhCrap dawning realization]])'' ... were coming? Break off the attack! The shield is still up!
*** [[MemeticMutation IT'S A TRAP!]]
*** Luke and Lando both react with horror in ''Episode VI'' when they realize that the unfinished Death Star's planet destroying superlaser is ''fully operational''. That means their battle has just sunk from desperate to ''hopeless''!
*** Leia gets one, when Jabba licks his lips.
* ''Film/StarTrekIITheWrathOfKhan''
-->'''Chekov:''' ''Botany Bay''?... (eyes widen) '''''Botany Bay'''''?! Oh, '''no'''! We've got to get out of here, ''now!''
** ''Wrath of Khan'' has a more comedic example during Kirk's inspection of ''Enterprise's'' engine room in the Director's Cut: After good-naturedly ribbing Midshipman Preston (Scotty's Nephew), Preston responds that if Kirk can't see ''Enterprise'' is the finest ship in the fleet then he's as "blind as a Tiberian bat." Watch the cadet standing to Preston's left: the expression on his face in reaction to what would normally amount to outright insubordination is positively priceless.
-->'''Joachim:''' Our shields are dropping!\\
'''Khan:''' Raise them!\\
'''Joachim:''' I ''can't!''\\
'''Khan:''' (dawning realization) Where's the override!? ''' THE OVERRIDE?!!'''
** During the final battle: The static-filled view-screen clears just in time to reveal ''Reliant'' bearing down on ''Enterprise'', [[OrchestralBombing the music goes nuts]], and there's barely enough time to order evasive manoeuvres before they slam into each other.
** The most brutal one of all is the last one....
--->'''[=McCoy=]:''' Jim, you'd better get down here.... Better hurry.
---> And then Kirk looks over to see [[spoiler: Spock's empty chair]].
* In ''Film/StarTrekIIITheSearchForSpock'', Kruge's reaction, when he realizes the ship he's sent his crew to is about to self destruct. What makes it even better is Torg's cluelessness right up to the end:
-->'''Torg''': ''[speaking via comms to Kruge]'' The ship appears to be run by computer. It is the only thing speaking.\\
'''Kruge''': Speaking? Let me hear it.\\
'''Computer''': [[AC: [[SelfDestructMechanism 9. 8. 7. 6. 5...]]]]\\
'''Kruge''': ''[leaping out of his chair]'' GET OUT! GET OUT OF THERE! GET OUT!!\\
'''Torg:''' ''[utter bewilderment]'' Why?\\
'''Computer''': [[AC:...2. 1.]] '''[[EarthShatteringKaboom BOOM!]]'''
** Just before that, when Kirk gives the command to self destruct, you can see Scotty and Chekov jump and look at Kirk, realizing he means it.
* ''Film/StarTrekIVTheVoyageHome''
** Kirk's face when he realizes Spock is swimming in the whale tank. [[http://movies.trekcore.com/gallery/displayimage.php?album=417&pid=43148#top_display_media Cue disbelief and horror.]]
** A truly ''epic'' one on the part of the whalers when Kirk orders the Bird-of-Prey decloaked ''right over their vessel''. It's deeply satisfying to see the look on the helmsman's face as he spins the wheel as fast as humanly possible--accompanied by what are probably some ''truly'' colorful metaphors in Finnish.
* ''Film/{{Star Trek VI|The Undiscovered Country}}'' has a couple of good ones:
** At the very beginning, Captain (finally!) Sulu is in the center seat of the ''[[CoolShip Excelsior]]'', monitoring the Klingon/Federation border. Following the detonation of the Klingon moon Praxis, Sulu and his crew are confronted with a ''massive'' shockwave bearing down on them. Sulu is understandably put out for a moment.
--->'''Sulu''': My... ''god''! [[DeflectorShields Shields!]] '''SHIELDS!'''
** Kirk gets an "Oh Crap" moment when, at the exact moment the commandant of Rura Penthe is about to give them the name of the Klingon responsible for the assassination of Chancellor Gorkon... the ''Enterprise'' [[ComplainingAboutRescuesTheyDontLike swoops in and beams him and McCoy to safety]].
** General Chang at the end, as he's watching a torpedo home in on his cloaked ship:
--->'''Chang''' ''[[DissonantSerenity To be... or not to be...]]''
*** [[BigDamnHeroes "Target that explosion and fire!"]]
* The Duras sisters have a silent one when [[StockFootage the same thing]] happens to them in ''Film/StarTrekGenerations''.
** Also in ''Generations'', when the ''Enterprise'' is about to crash on a nearby planet, the until-recently [[TheSpock emotionless]] [[RidiculouslyHumanRobots android]] Data says what everybody present (including the audience) is thinking: "Oh, ''[[PrecisionFStrike shit]]''!"
*** Soran's face right before [[spoiler:he gets blown up along with his rocket]].
** From ''Film/StarTrekNemesis'', when Shinzon realizes [[RammingAlwaysWorks what Picard is up to]]:
--->''''HARD TO PORT!!!!''''
* ''Film/StarTrek'' provides a minor, but memorable, example. Kirk and Sulu are well on their way to a ridiculously dangerous mission, for which Sulu volunteered after Kirk asked if anybody had combat training.
-->'''Kirk:''' So what type of combat training do you have?\\
'''Sulu:''' Fencing.\\
'''Kirk:''' [Long, epic OhCrap face]
** Subverted when the fight actually starts, because it turns out that Sulu brought his sword. And is quite good with it.
** A particularly heartbreaking example is the look on George Kirk's face when he sees that the autopilot function is offline.
** At the end of the movie, [[spoiler:when [[TheDragon Ayel]] lets Jim repeat what he was trying to say while Ayel was strangling him: "I got your gun." The look on Ayel's face a second later...]]
** And when Nero thinks he has Spock behind the 8-ball:
-->'''Nero''': ''[confused]'' What's he doing?\\
''[five seconds later]''[[note]]Nero realizes Spock is about to [[RammingAlwaysWorks ram]] the ''Jellyfish'' into Nero's ship and use its Red Matter to create a black hole[[/note]]: ''[[http://img.photobucket.com/albums/v337/skandha/star-trek-nero-ohcrap.jpg FIRE EVERYTHING!!]]''
* In ''Literature/TheChroniclesOfNarnia: Film/PrinceCaspian'', King Miraz's death is an Oh Crap moment for the good guys. [[spoiler:They think they have defeated the Telmarines, and then an adviser stabs Miraz with one of Susan's arrows, giving the Telmarines justification for attacking.]]
** And prior to that, in ''The Chronicles Of Narnia: Film/TheLionTheWitchAndTheWardrobe'', the White Witch gets a lovely OhCrap moment just before Aslan jumps her in mid-battle and eats her face off. Luckily, it's not shown on camera.
*** The 1979 animated version has the White Witch not only give an "Oh, crap!" face, but she feebly drops her dagger, too.
* ''Film/TheFifthElement'', Zorg after disarming the bomb that he previously set, and just disarmed with five seconds to spare, sees that ''another'' bomb is going to go off in two seconds right in his face.
** His reaction is surprisingly subdued, though perhaps mostly because he didn't have time to say anything much. Zorg tensely creeps up to the bomb he himself set in the Diva's suite aboard the luxury liner (before he left the first time), and manages to swipe the code card through the bomb's slot to disarm it with five seconds left. He steps back relieved as it works. Just then a second bomb (set by the Mangalores in case of their defeat) pops up and completes the countdown, "... for the honor." Zorg's reaction: "... Oh, no."
** There was a scene shortly before then (when Zorg's ship was flying away from the luxury liner), where he grabbed the case that he thought contained the stones he was looking for, opened it up, and then broke out in a hysterical EvilLaugh that turned into a tearful VillainousBreakdown as he closed it and sobbed, "... they're not here." ...made more entertaining by the fact that this is the ''second'' time he's been unexpectedly foiled in this manner.
* At the end of ''Film/TheLostBoys'', [[spoiler:The Head Vampire as Grandpa commits his act of CarFu.]]
* In ''Film/{{Equilibrium}}'', in the Father scene near the end of the movie, the moment the polygraph flat-lines has the operator actually saying "Oh... SHIT!" just before Preston delivers his "Not without incident" line and [[spoiler:goes into TranquilFury mode, killing everyone else in the room, and going after [=DuPont=], gunning down every single [[FacelessGoons Faceless Goon]] in his way]].
** An even bigger impact when you realize that the plot of the movie is about government suppression of all sorts of emotions. The polygraph flat lining means Preston has naturally achieved a perfect representation of this task and it invokes an emotional response (fear) out of his tormentors who were trying to force the state artificially.
* ''Film/SpiderManTrilogy'':
** In the first ''Film/SpiderMan1'' movie, ComicBook/NormanOsborn has one of these about one second [[HoistByHisOwnPetard before his hovercraft crashes]] [[ImpaledWithExtremePrejudice into him]]. He only has time for "Oh".
** Nice group OhCrap in the sequel, as a crowd of New-Yorkers watches their imminent death hurtle toward them in the form of a tumbling police cruiser.
* At the end of ''Film/TheAmazingSpiderMan'' the Lizard is looking up at the cloud of gas descending on New York City. His eager expression changes into one of OhCrap when he realizes [[spoiler:the Ganali device launched the antidote, not the serum.]] There is a close-up on his face [[WideEyesAndShrunkenIrises as his eyes widen and his pupils shrink to dots]] [[spoiler:before he loses his grip and plummets down.]]
* ''Film/SweeneyToddTheDemonBarberOfFleetStreet'': Judge Turpin gets one of these upon [[NoDoubtTheYearsHaveChangedMe learning exactly who the title character is]], just before [[spoiler:Sweeney takes final and ''very'' bloody vengeance upon him]].
** Benjamin Barker?!
*** BENJAMIN BARKER!!!
** In addition, Sweeney himself gets one earlier on when Pirelli reveals that he recognizes him from the old days.
* ''Franchise/PiratesOfTheCaribbean'':
** In ''Film/PiratesOfTheCaribbeanTheCurseOfTheBlackPearl'', Barbossa's expression upon realising he's about to die is pretty comical, if you're in a cruel mood ("I feel... cold.")
** In ''Film/PiratesOfTheCaribbeanDeadMansChest'', when Jack finds himself surrounded by hungry natives, he gives a dry, "Oh, bugger."
*** In the same movie, the Flying Dutchman pulls out the Gatling gun cannons and aims them at the Black Pearl, and Jack goes from elated Davy Jones-mockery to 'oh, not good' ''very quickly''.
--->''Jack'': [''quiet voice''] Hard to starboard.
*** Likewise, Bootstrap's realizing that he was fighting over control of the mooring line with his son upon the ''Flying Dutchman''.
** ''Film/PiratesOfTheCaribbeanAtWorldsEnd'', when [[spoiler:[[SmugSnake Beckett]] realizes that the ''Black Pearl'' and ''Flying Dutchman'' have teamed up to take down none other than HIM. Cue VillainousBreakdown]].
*** Jack's face when [[spoiler: [[BigBad Davy Jones stabs Will]]]] should have been the picture for this trope.
*** A minor example, but just ''watch'' Jack's expression change during ''At World's End'' when Barbossa calls for Captain Teague.
*** A non-violent OhCrap moment occurs in the same film, when Jack Sparrow votes Elizabeth for Pirate King and the other captains are dumbfounded by how he's A) upset their expectations and B) committed them to fight the Royal Navy.
*** The huge group OhCrap when the combined pirate fleet sees just how many ships the Royal Navy has. Followed by some nasty looks directed at Sparrow by the crew.
--->''[Single Royal Navy ship seen through the fog]''\\
''[Pirates cheer in defiance]''\\
''[Dozens more Royal Navy ships appear in the fog]''\\
'''[[[ChirpingCrickets Oh crap...]]]'''
** From ''Film/PiratesOfTheCaribbeanOnStrangerTides'', after winning a battle with Blackbeard's men, Jack proclaims, "We've taken the ship!". Then Blackbeard emerges from his cabin.
*** When Jack Sparrow looks out at the water to see a massive swarm of mermaids swimming towards everyone.
*** Blackbeard upon being told he drank from the wrong chalice.
* In the censored version of ''Film/BackToTheFuture'', young Biff Tannen actually says it, before crashing into a truck of... well, crap. In the uncut version he says "SHIIIIIT!"
** Doc gets one in the first film when the terrorists he stole the plutonium from track him down. [[http://www.youtube.com/watch?v=b68FvBphfaQ As does Marty.]]
-->'''Doc:''' Oh my God…they found me, I don't know how, but they found me. RUN FOR IT, MARTY!
*** Doc also gets one when the cable he's connecting to the Clock Tower gets caught in a tree and becomes unplugged - MINUTES before the lightning is due to strike.
* It's a bit hard to tell because he speaks in about as fast and high-pitched a voice as Alvin and the Chipmunks, but Frenzy squeaks "Ohshit" in ''Film/{{Transformers}}'' right before his own bandsaw comes around and cuts him in half.
** "IT'S STARSCREAM!"
** "Shit! It's a [[AlwaysChaoticEvil Decepti-]] [[SubvertedTrope Oh,]] [[DefectorFromDecadence wait....]]"
* Tristar's 1998 ''Film/{{Godzilla|1998}}'', after [[FanNickname GINO]] finds out his kids have kicked the bucket.
-->'''Nick:''' He looks angry.\\
'''Audrey:''' Ahh...\\
'''Animal:''' Wh-wh-what do we do?\\
'''Phillipe:''' ''Running'' would be a good idea.
** Franchise/{{Godzilla}} movies has this in effect, as well as other Toho films. You know it's an OhCrap moment when a monster is bent on destroying a major city.
** ''Film/{{Godzilla 2014}}''. Considering it's a Godzilla movie, expect it to be everywhere.\\\
One that stands out in particular is the realization by Serizawa and company that the female MUTO has awakened.\\\
When the male Muto sees Godzilla for the first time in Honolulu, he actually looks scared and promptly starts to flee.\\\
Ford and Morales' first view of the Nevada MUTO indicates what the viewers were told earlier: she's female. The OhCrap comes from the fact that [[spoiler: she's heavily pregnant with thousands of active baby MUTO embryos. A lesser version occurs when they get to San Francisco and she oviposits the eggs in the nest, implying that even if the two are stopped, the world will be ''overrun'' with baby [=MUTOs=].]]\\\
The principle moment of this is [[spoiler: When the [=FemMuto=] is mourning her lost babies...then sees Ford.]]
* This is Film/{{Hellboy}}'s catchphrase, [[http://exterminatusnow.comicgenesis.com/d/20080906.html as can be seen, hilariously, in this Exterminatus Now webcomic]].
* In ''Film/TheMask'', the eponymous character responds to a show of weaponry from the gang of mooks by pulling a [[HyperspaceArsenal double-fisted arsenal of every ranged weapon known to modern man from behind his back]]. There is a startled {{beat}}, in which one could hear the phrase in question echoing in everyone's mind, followed by a ''wave'' of {{Dramatic Gun Cock}}s.
** Subverted. Right after all the mooks run screaming for their lives, the Mask pulls the trigger, and [[BANGFlagGun a bunch of red flags pop out of the gun barrels, all saying "BANG!"]] The hero chuckles in that delightfully demented way of his.
** Then there's earlier: "Time to show what you're really made of." *click* "Crap."
** "And last but not least, my favorite, a [[MuggingTheMonster TOMMY GUN!]]"
** Don't forget the [[WildTake great expression]] the Mask gives when he spends 30 seconds sealing a door from two cops, turns around, and sees 30 cops with weapons pointed at him.
* ''Film/WhoFramedRogerRabbit'': [[spoiler:Judge Doom]], just before getting hit with a [[spoiler:high-pressure blast of Dip.]] The fact that [[spoiler:he's a Toon]] means that he can ''really'' stretch his eyeballs in surprise.
** Eddie Valiant had a few himself, notably when he opened "The Spare" WesternAnimation/BugsBunny gave him, and when he was pinned to a Drum Barrel by a magnet [[spoiler:with Doom going towards him with a steamroller]]. And, there's his reaction when Doom reveals his true identity to him.
** Roger himself gets one when he grabs Baby Herman and realizes that he has let go of the refrigerator ''he was holding over his hea'' -- CRASH!
*** That was just part of the script; Roger was a brilliant actor. Up until the birds appear seconds later (they're supposed to be stars).
** The weasels when they see they're about to crash head-on into the police on motorcycles, causing the three front drivers to do an EyeTake that fills the windshield.
* The revelation that the title [[AttackOfTheFiftyFootWhatever character]] of ''Film/{{Gorgo}}'' is just a baby. And [[MonsterIsAMommy his mom]] [[MamaBear is coming to pick him up.]]
* Harry Powell, in ''Film/TheNightOfTheHunter'', upon having a gun pointed at him by Mrs. Hooper.
* The second half of ''Film/{{M}}''. Especially in the film's [[http://www.britannica.com/blogs/wp-content/uploads/2008/03/image-5.jpeg most famous shot]].
* The lead-up to the lobby shootout in ''Film/TheMatrix''. *Metal detector goes off* "Please remove any metallic items you might be carrying: keys, loose change..." Cue Neo opening his coat to reveal the dozen or so guns strapped to his body. "Holy SHIT!"
** In the same movie, there's a scene where the villainous Smith, in the middle of torturing Morpheus, watches helplessly as [[BigDamnGunship an attack helicopter]] rises into view just outside the window, Neo beginning the mounted minigun's warm-up spin. Smith's reaction? Gritting his teeth and saying "''No.''"
** He gets another in Revolutions, after assimilating Neo. It's hard to tell if it's just the torrential rain or if [[VillainousBreakdown he's actually crying]].
--> "No, it's not fair..."
** And there's also Neo's reaction early in the first movie to the fact that the Agents are coming for him.
-->'''Neo:''' Oh ''shit.''\\
'''Morpheus:''' [[FearIsTheAppropriateResponse Yes.]]
* Commodus has one of these in ''Film/{{Gladiator}}'', when Maximus reveals himself.
* ''Film/BigTroubleInLittleChina'': Jack Burton screws up a lot, but it was after he threw his knife (and only weapon) at BigBad Lo Pan and ''doesn't even come close'' that warrants his Oh Crap reaction. Subverted [[spoiler:almost immediately after, when Lo Pan throws the knife back at Jack. Jack catches it and instantly snaps it back at the villain, putting it right between his eyes!]] "It's all in the reflexes."
* [[spoiler:Audrey II]] near the end of ''Film/LittleShopOfHorrors'' (1986 version): [[spoiler:"Oh shit!" right before Seymour electrocutes/blows it up. R.I.P., Levi Stubbs.]]
* In ''Film/TheMummyReturns'', Ardeth Bay's group of Medjai have just won a hard-fought battle with the Army of Anubis when they see a massive group of reinforcements charging across the dunes to finish them off.
** Oh no, they're not reinforcements. They're the actual army. The Anubis warriors the Medjai barely defeated was the ''first wave''.
** Earlier in that same movie, the blimp that the heroes are riding on runs out of gas seconds before the giant tidal wave that Imhotep created catches up to them.
--> Blimp pilot: "Well, that's not good."
** This is also the reaction that practically every other character in both of the first two movies has when they encounter the newly resurrected Imhotep for the first time and/or when they witness him using any of his supernatural abilities.
* In ''Film/KungFuHustle'', the reaction of [[spoiler:the Beast when he realises that the heroes are about to channel the "Lion's Roar" ability of the Landlady through a funeral bell turned massive megaphone. Cue room exploding in to debris.]]
* In 2008's ''Film/TheIncredibleHulk'', Bruce jumps out of a helicopter expecting to transform into the Hulk. We see him falling with his eyes closed, concentrating, then he opens them to find nothing changed and... "Oh, ''[[CurseCutShort sh--" (falls)]]''
** There's a similar scene in ''Film/VanHelsing'', where Mr. Hyde is falling to his death from the cathedral. In midair, he reverts to Dr. Jekyll, who has long enough to realize what's happening before he hits the ground. Classic bug-eyed OhCrap moment.
* The end of every single one of the ''Franchise/{{Saw}}'' movies.
* Every five minutes in the ''Film/RushHour'' series. Some of the best include Carter and Lee spotting [[spoiler:a brown package and mistaking it for a bomb, and their efforts to ensure it doesn't hurt anyone]] in Rush Hour 2, and Carter's face when he realises that he's not trying to intimidate a seven-year old karate student but [[spoiler:Sun Mingming, that giant Chinese basketballer (he's 7ft 9in!)]] in Rush Hour 3.
* ''Film/{{Dogma}}'' has two notable moments, first when Azrael makes the mistake of giving Silent Bob a free shot at him ("But... I'm a fucking demon..."), and second when Bartleby comes ''this'' close to entering the church only for the doors to the Church to open by themselves to reveal Metatron and God standing there.
* Creator/LeonardoDiCaprio in Creator/BazLuhrmann's ''Film/WilliamShakespearesRomeoAndJuliet'' has some of the best Oh Crap moments. Particularly at the end when [[spoiler:Romeo realizes Juliet is still alive right ''after'' taking the poison]].[[note]]Yes, the spoiler space is reasonable. The play is over 400 years old, but this doesn't happen in the play.[[/note]]
* ''Film/TheHuntForRedOctober'': "You arrogant ass, you've killed us!"
* ''Film/PhoneBooth'' practically makes a fetish out of these moments. When the hero realizes the bad guy knows who he is... when he finds the gun... etcetera, etcetera... [[spoiler:The end where he discovers that the bad guy wasn't shot and killed after all and he can't do jack because he's just been drugged and carried away in an ambulance as Keith Sutherland's awesome voice tells him "Good show, loser." and he's struggling to try and protest...]]
* In the 2004 live-action version of ''Anime/NeoHumanCasshern'', there are a ''lot'' of these, but probably the most epic one is when Casshern sees into Burai's memories and discovers [[spoiler: the woman he executed to keep a fellow soldier from being killed for refusing to do it, back when he was originally Tetsuya, was Burai's wife.]]
* ''Film/GalaxyQuest'': Jason Nesmith's reaction to the ''real'' Grignak:
-->'''Jason:''' ''(small voice)'' ... Oh, darn.
** As well as General Sarris' reaction in this scene:
--->'''Sarris:''' You fool! You fail to realize that with your armor gone, my ship will tear through yours like tissue paper!\\
'''Jason:''' [[spoiler:And what you fail to realize is that MY ship is dragging mines!]]
* ''Film/HappyGilmore''. Shooter [=McGavin=] is being heckled by a fan, who points out that Gilmore hit a much longer drive earlier in the day. He turns to face the heckler, only to find that he's played by 8 feet tall Richard Kiel.
** "Well, moron, good for Happy Gilm-- OH MY GOD!!!
** Later on, after Shooter taunts the same man.
*** "And you can count, on me, meeting you, in the parking lot"
* ''Film/TheSumOfAllFears'': The look on MorganFreeman's face is priceless when he realizes [[spoiler:there is a nuclear bomb at the Super Bowl. Where he happens to be. Along with the President. And ''60,000'' people. And the camera shows as many of those 60,000 people it can.]]
* ''Film/HotFuzz'': "... oh God no."
* At the end of film, Film/{{Fletch}} becomes aware of his miscalculation:
-->'''Fletch:''' Oops!\\
'''Female Love interest and wife of the villain:''' What do you mean, "Oops"? Don't say "Oops"!
* ''Film/EventHorizon'', when Smith finally discovers the bomb that the deranged Doctor Weir has planted aboard his ship, and finds that it will detonate in five seconds. Smith gapes in horror... and then gently closes his eyes.
** DJ, upon realizing that Doctor Weir is standing right behind him, [[EyeScream minus his eyeballs.]]
* ''Franchise/{{Terminator}}'':
** Towards the end of ''Film/TheTerminator'', Kyle Reese has just [[StuffBlowingUp blown up the Terminator's truck]], and he, Sarah Connor, and the audience are led to believe that this is the end of the dreaded cyborg. However, [[spoiler:just as our heroes collapse into each other's arms in relief, the pile of [[EldritchAbomination flaming wreckage behind them starts to move]], and the Terminator, now a skinless metal endoskeleton, [[OutOfTheInferno rises from the ashes.]]]] The look on Kyle's face says it all.
** In ''Film/Terminator2JudgmentDay'', John Connor escapes from the T-1000 chasing him on his dirt bike, then stops and looks back, thinking it's over. [[spoiler:His expression quickly turns to "Oh, crap" an instant before the aforementioned T-1000 comes crashing through the guardrail of a nearby overpass in a stolen big rig tow truck.]]
*** The aforementioned T-1000 gets one of these [[spoiler:an instant before the grenade the T-101 just fired into its chest explodes; this grenade ultimately causes its death.]]
*** Sarah Connor gets an incredible "Oh crap" moment when she first meets T-101 in the mental hospital [[spoiler:not knowing about his HeelFaceTurn]].
** In ''Film/Terminator3RiseOfTheMachines'', [[spoiler:the cemetery scene has two, the first one is Kate Brewster after shooting the Terminator in the face and seeing him catch the bullet, not with his teeth, but by ''letting it hit the back of his throat''. The second is the bit after where the police counsellor recognizes the large man with sunglasses and a tendency to [[ImmuneToBullets ignore the police]].]]
*** The T-X gets one herself when she realizes that [[spoiler:the T-850 dropped her demolition crane's wrecking ball into the sewer and she just ran out of cable at top speed.]]
** In ''Film/TerminatorSalvation'', Kate Connor and Blair Williams share an Oh Crap moment as they realize who -- or ''what'' -- Kate has on her operating table.
* At the end of ''Film/UnderSiege'' Commander Krill has a perfect "oh crap" when he looks through the periscope of the escaping sub and realises he's about to get a battleship shell to the face.
* Ra has one at the end of ''Film/{{Stargate}}'', when [[spoiler:it realises the thing coming through the teleporter is a nuke]].
* Go watch ''Film/TheChroniclesOfRiddick'' and look at the Lord Marshal's face just before his last moment alive.
** Bonus points since he's actually doing it in two places at once.
* ''Film/JurassicPark'' provides the trope image when the [[TyrannosaurusRex T. rex]] is charging at the outhouse where [[AmoralAttorney Donald]] [[DirtyCoward Genarro]] is hiding, one second before it comes crashing down. And that's just one of ''many''.
** When the familiar sound of some [[BadVibrations heavy footsteps]] reaches his ears, Ian Malcolm has a very calm one: "Anybody hear that? It's a, um...it's an impact tremor, is what it is. I'm fairly alarmed, here."
** Ellie's reaction on first seeing the T-Rex (who is chasing their jeep, no less): "SHIT! SHIT! SHIIIIIIITTTTTT!"
** Just before that there was Ian's classic line: "Must go faster."
* ''Film/TheLostWorldJurassicPark''. They've taken a baby ''T. rex'' back to their trailer to give it a cast for its broken leg. Uh oh, here's its mommy and daddy! They give it back, which is terrifying, but the ''T. rex'' seem content now with their child returned... right?
-->'''Ian Malcolm:''' ... Hang on to something!
** There is also another "Oh crap!" moment in the film 10 minutes later when Eddie Carr does everything in his power, going through every single imaginable hell possible to help his friends who are precariously dangling off the edge of a cliff inside their trailer. He's finally got it all worked out when ''boom'', ''boom''. Cue [[CrowningMusicOfAwesome Crowning Doom Music of Awesome]] as mommy and daddy ''T. rex'' come out of the forests to tear Eddie in two. I guess NoGoodDeedGoesUnpunished.
* In ''Film/JurassicParkIII'', Grant and Eric follow the sound of Mr. Kirby's obnoxious satellite phone ringtone to reunite with the rest of the group. After the initial celebrations, when Eric reveals how they found each other, Mr. Kirby reveals that he doesn't have the phone; it was last in possession of one of the mercs... who was eaten by the Spinosaurus. Cue the big nasty showing up right behind Grant & Eric, the ringing coming from inside its stomach.
* In ''Film/JurassicWorld'', there is a major OhCrap moment when, after Owen, a supervisor and a worker venture into the Indominus rex's paddock after she seemingly disappears from visual and thermal sensors and left claw marks from apparently climbing out and escaping, the program that tracks her implant chip reveals that the Indominus (having [[ItCanThink discovered her ability to change her coloration and alter her own body temperature, as well as deliberately planted the claw marks]]) is ''still in there with the trio''.
** Later in the film, Owen reluctantly agrees with Hoskins to use the Raptor Squad he's been training to track down Indominus. When they get there, all five of the dinosaurs don't immediately attack: instead, they start to ''communicate'', and Owen realizes that the reason they wouldn't tell him what DNA went into engineering Indominus: [[spoiler:she's part ''Velociraptor'', and has just convinced the Raptor Squad to switch sides]]. The result is absolute carnage.
* In ''Film/{{Memento}}'', Leonard (an anterograde amnesiac who relies on tattoos and other NotesToSelf in order to function day-to-day) is talking on the phone when he notices a large bandage on his leg. He continues talking as he absentmindedly peels back the bandage, and he sees that he has a fresh tattoo underneath. The tattoo reads ''NEVER ANSWER THE PHONE!'' The look on Leonard's face is priceless. "Who is this?" <click>
* In ''Film/FreddyVsJason'', Freddy Krueger has quite a bit of fun tormenting an unconscious Jason. When Freddy is dragged into the real world (where he doesn't have control), with a wide awake and pissed off Jason, the look on his face is ''priceless''. He's a bully, and the one thing he's really afraid of is something akin to a fair fight.
** He also gets a few more throughout the end fight, most notably when he finds himself caught on a piece of construction equipment which is dragging him straight towards a thoroughly pissed off Jason.
--->'''Freddy:''' Oh, no. [[LargeHam OOOOOHHHHHHHH]] [[BigNo NOOOOOOO!!!]]
** Freddy earns a few of these himself. When he sends a torrent of water down in front of Jason to stop him, when he replaces his chopped-off arm with ease, and especially when he hacks off Jason's fingers to take his machete, even {{The Juggernaut}} that is Jason is [[DeerInTheHeadlights taken aback]].
** Then there's the expression on his face right before [[Awesome/FreddyVsJason Lori decapitates him]].
** In previous films both Jason and Freddy have had their share of moments. A particularly amusing "Oh Crap" moment from Jason comes in ''Film/FridayThe13thPartVIITheNewBlood'' when Jason realizes the [[MindOverMatter psychic]] FinalGirl is about to bring a roof down on his head... then later right before she sets him on fire.
* The entire cast of ''National Lampoon's Class Reunion'' shared one of these, chorusing "Oh, ''shit!''" when the psychiatrist reveals why their long-ago graduation prank has turned classmate Walter into a homicial maniac.
* ''HedwigAndTheAngryInch'' has a heartbreaking example: the look on Hedwig's face as the Berlin wall falls, and she realizes she gave up ''everything'' she had for nothing.
* The terrorists of ''Film/{{United 93}}'' earn a well-deserved OhCrap when one of their number is {{Zerg Rush}}ed by the passengers.
* Ed Rooney of ''Film/FerrisBuellersDayOff'' gets these frequently and does it all in his facial expressions.
* ''Film/DieHard'', when the terrorists are attacking the SWAT team's armoured car with a rocket launcher, [=McClane=] sends a brick of C4 down the elevator shaft, which subsequently blows up the entire floor the bad guys were on. His reaction to the fireball coming back up the elevator shaft?
-->"OH SHIT!!"
** And also at the very end when [[spoiler:Hans realises he's falling to his death]].
*** Technically an OhCrap for actor [[spoiler:Creator/AlanRickman]], as he was dropped without warning in order to... facilitate [[spoiler:Rickman]]'s acting. [[EnforcedMethodActing Verisimilitude]], and all that.
* In ''Film/BabylonAD'', it happens to Gorsky near the end.
-->[[spoiler:"You need NUKE to kill me!"]]\\
[[spoiler:''*alarms go off inside his tank*'']]\\
[[spoiler:"... Bitch."]]
* The first batch of bad guys in ''Film/{{Taken}}'' get this look when their leader reads the note that Liam Neeson hands him:
-->"By the way, a friend gave me this note, but I can't read Albanian. Could you translate it for me?"\\
"... Good luck."\\
''(pause)'' "... You don't remember me, do you? We spoke on the phone. I told you I'd find you."\\
''(entire group of bad guys gets a collective OhCrap look on their faces)''
** It happens again later on, after [[spoiler:Bryan escapes being choked to death and knocks out the henchmen of the white slavery broker with, amongst other things, fire extinguishers]]. The broker is quite reasonably terrified.
* At the climax of ''Film/TheGoldenChild'', Chandler Jarrell (Creator/EddieMurphy) bursts in on the BigBad, Sardo Numspa, as the latter is preparing for the ritual to slay the titular [[MessianicArchetype messianic]] child. Numspa, finally annoyed to the breaking point, promptly goes OneWingedAngel on him.
-->'''Jarrell:''' ''(opens the door)'' My dear brother Noomsey!\\
'''Numspa:''' ''(roars)''\\
'''Jarrell:''' ''(runs)''
* One of the best lines in ''Film/SinCity'': "[[DelusionsOfEloquence I can only express puzzlement that borders on alarm.]]"
** In "The Big Fat Kill", when Dwight realizes that Jackie Boy is a cop.
** The ending of "The Big Fat Kill" as well, when the corrupt cops realize that [[spoiler: Jackie's head has a live grenade in its mouth]].
** Manute, meanwhile, doesn't lose it even then until he sees [[spoiler:every girl in Old Town on the rooftops, ''loaded for bear'']]. ''"[=McCarthy=], you SHIT!!!"''
* Pvt Hudson's famous breakdown in ''Film/{{Aliens}}'': "That's it man, game over man, game over!"
* In ''Film/SpeedRacer'', just before the "non-ja" is clobbered by Pops, the camera zooms in on Pops' clenched fist, which is decked out with a very large Greco/Roman Wrestling championship ring. His eyes are roughly the size of said ring just before it gets smashed into his face.
** Immediately before that, the non-ja backs up into Pops and the first thing he notices before turning around are that Pops's biceps are bigger than the non-ja's upper torso.
** Royalton has a glorious one when the spearhook is revealed during the final race.
* ''Film/TrueLies'':
** A torturer is about to do his worst on [[Creator/ArnoldSchwarzenegger Harry Tasker]] and his wife. When he invites the agent to say something before he starts, Tasker, doped with TruthSerum, blandly describes how he is going to kill him and the guard. When the torturer asks how is going to do that while handcuffed, Tasker reveals he just got them open. The torturer has a moment to react before Tasker does exactly what he said he was going to do.
** Juno Skinner awakes after having been knocked unconscious by Helen Trasker. Helen is about to be pulled out of the limo by Harry, who is hanging from a helicopter. Juno realises that the bridge has been shot out and that the limo is going to fall into the ocean, and says "oh, SHIT!"
* ''Film/{{Stripes}}'':
** The Eastbloc soldiers have a whole series of OhCrap moments, particularly when the EM-50 starts doing its thing. The poor guard in the tower is particularly memorable.
** Sgt Hulka shouts, "Oh, shit... INCOMING!"
* In ''Film/TheBestLittleWhorehouseInTexas,'' Melvin P. Thorpe (Creator/DomDeLuise) delivers an impassioned and scathing diatribe into a TV camera accusing Sheriff Ed Earl Dodd (Burt Reynolds) of taking bribes to protect a whorehouse and its staff from prosecution. A triumphant smile on his face, he turns to face the sheriff. Cue crap moment.
* The look of the Bird-warriors in ''Film/NightAtTheMuseum: Battle for the Smithsonian'' when [[AttackOfThe50FootWhatever Abraham Lincoln's statue]] enters the fray.
* The remake of ''Film/DeathRace'':
** Warden Hennesey gets a pretty epic one when [[spoiler:Aimes and Machine Gun Joe break off the death track and start heading for freedom.]] "What just happened?" Indeed, ma'am.
** She has one just after [[spoiler:opening the "gift" that Coach sent to her]].
* ''Film/{{Speed}}'':
** Creator/KeanuReeves lets out a "[[PrecisionFStrike Fuck me!]]" when he finds the sophisticated bomb attached to the bus. The man with the cellphone relays this back to the bomb experts as "Oh darn."
** Jeff Daniels' expression when he realizes [[spoiler: he's been lured into a trap at Payne's house]]
* ''Film/AFishCalledWanda'':
** Ken's expression says it all when he [[spoiler: realizes he just revealed the location of the loot to Otto.]]
** An extended one during the whole sequence with Otto trying to talk Ken down while his feet are caught in wet cement and Ken is bearing down on him with a steamroller.
** All present major characters when Wanda gives her condemning testimony when everyone present expected she would give George a solid alibi.
* ''Film/InglouriousBasterds'': The expression on Landa's face when Aldo asks him what he's planning to do with his uniform is priceless.
* ''Film/RoboCop2'': Kane's monitor when [=RoboCop=] rips out the box containing his brain and [[AndShowItToYou is about to smash it]] into the ground.
* ''Film/CasinoRoyale2006'': In the intro scene, a MI6 traitor is about to shoot a unarmed Bond, and pulls the trigger. The loud click of the empty hammer is accompanied by this look on the traitor's face, just as Bond holds up the clip, saying "I know where you keep your gun."
* In ''Film/LicenceToKill'', we get that reaction from Truman-Lodge and Sanchez as they watch one truck tanker full of their cocaine-laden gasoline careening down a hill into another one, right in front of their car.
* In ''Film/{{Goldfinger}}'', James Bond heaves a heavy gold bar at Odd-Job. Odd-Job doesn't even try to avoid it; it bounces off his chest like a marshmallow. Bond's reaction does not express optimism. About a minute later, Bond picks up Odd-Job's famous derby with the sharp steel rim. Now it is Odd-Job's turn to look worried.
** Bond gets one at the end when a gun-wielding Goldfinger shows up on the private plane taking 007 to lunch at the White House. His face just completely crumbles.
* This is the look on Bond's face in ''Film/DiamondsAreForever'' when, after being knocked out by Wint and Kidd, he wakes up to the sound of burners in a retort firing up and the sight of a casket lid directly over him. Cue the flames pouncing on said casket and Bond starting to push on the lid to no avail, wondering how he's going to get out of this one. [[spoiler:Fortunately for him, he already has: he had passed counterfeit diamonds on to Shady Tree, and he figures out (and points out after Shady rescues him from a fiery end) that Shady had passed him $50,000 in funny money. Shady doesn't realize he himself had been double-crossed until he opens the urn and finds [[MemeticMutation PASTE! GLASS!]]]]
* In ''Film/{{Spectre}}'', Hinx says, "Oh shit," right before [[spoiler:a rapidly disappearing cord, weighed down at the other end, yanks him off a train]].
* A great one happens in ''Film/FrostNixon'' when Frost starts his interview with what he intends to be an epic curveball, and Nixon hits it out of the park. The movie then cuts to Jack Brennan commenting on that exact moment:
-->'''Jack:''' Well, in boxing, you know, there's always that first moment, and you see it in the challenger's face. It's that moment that he feels the impact from the champ's first jab. It's kind of a sickening moment, when he realizes that all those months of pep talks and the hype, the psyching yourself up, had been delusional all along. You could see it in Frost's face. If he didn't know the caliber of the man that he was up against before the interview started, he certainly knew it halfway through the President's first answer.
* ''Film/{{Zatoichi|2003}}'': During the final battle of Kitano Takeshi's 2003 reboot of ''Zatoichi''. They are squared off, completely still, facing each other. Zatoichi's opponent visualizes exactly how he is going to kill Zatoichi and lets out an unbearably smug chuckle. At the last moment [[spoiler: Zatoichi changes his grip on his sword.]] His opponent's "Oh shit..." look is perhaps the best in all of film, [[spoiler: after which Zatoichi handily kills him]].
* In the horror flick ''Film/JackFrost1997''. The VillainProtagonist catches sight of a wave of lethal super-coolant surging toward him and deadpans, "This is gonna hurt."
* In the director's cut of ''Film/{{Watchmen}}'', they include the scene where [[spoiler: Hollis Mason is murdered]]. He doesn't go down without a fight, though. He catches the first punch thrown by the thug, and the expression on the thug's face is priceless. And then [[spoiler: Hollis]] has one as the thug is about to kill him.
** [[spoiler: Veidt's face as Doc Manhattan reassembles, 'I'm very disappointed in you Adrien.]] It is absolutely priceless.
* ''Film/{{Westworld}}'':
-->'''John:''' I'm shot!
-->'''Peter:''' What?
-->'''John:''' I'm shot! (falls to the ground, dead)
-->'''Peter:''' (looking at the Gunslinger robot) Oh, my God.
* ''Film/DrStrangelove, or How I Learned to Stop Worrying and Love the Bomb'': General Buck Turgidson's usual role is to reassure his President that the bombers under his command can succeed in their missions of nuking the Commies. When asked whether the Leper Colony has a chance of getting through the Soviet air defenses, he enthusiastically describes the abilities of the plane, the ineptitude of the Soviet defenders, so do they have a chance? HELL YE-[[spoiler: realization dawns that the conversation of the day had been that if even one plane gets through, the Soviet DoomsdayDevice will detonate and sterilize the Earth.]]
** Early in the film, Group Captain Mandrake goes to tell General Ripper the alert they're under is a false alarm and that he should recall the bombers, concluding Ripper sent out unauthorized attack orders even as he's talking.
* In ''Gun Crazy: A Woman From Nowhere'', the BigBad's goons dig up the briefcase with the money they are after and open it... only to discover that, along with the money, there is a large amount of explosives inside.
* ''Film/TheLovelyBones'' has a particularly effective moment when Susie says to Mr. Harvey that she needs to go home, and then he responds by telling her to "be polite." The look on her face drives it home in that she now knows just how much trouble she's in.
* ''[[Literature/{{Twilight}} The Twilight Saga: Eclipse]]'' counts too. During the climactic battle scene while the rogue gang of misled vampires is charging toward the coven they believe is outnumbered two to one, only to see nine large wolves bounding out of the forest and leaping toward them. To say they were surprised is an understatement.
* ''Film/{{Titanic 1997}}'', from both Captain Smith and Mr. Ismay:
-->'''Mr. Andrews:''' The pumps will buy you time, but minutes only. From this moment on, no matter what we do, Titanic will founder.
-->'''Mr. Ismay:''' ''(aghast)'' [[ArtisticLicenseEngineering But this ship can't sink!]]
-->'''Mr. Andrews:''' [[WhatAnIdiot She's made of iron, sir.]] I assure you, she can. And she ''will.'' It is a mathematical certainty.
-->'''Captain Smith:''' How much time?
-->'''Mr. Andrews:''' ''(looks at the blueprints, counts)'' An hour...two at most.
-->'''Captain Smith:''' And how many onboard, Mr. Murdoch?
-->'''First Officer Murdoch:''' 2,200 souls onboard, sir.
-->'''Captain Smith:''' [[IronicEcho Well, I believe you may get your headlines, Mr. Ismay.]]
** "ICEBERG, RIGHT AHEAD!"
** The reaction of every crew member after the iceberg is spotted. Within mere seconds, their faces transform from mildly bored or entertained to absolutely horrified once they realize ''why'' the ship needs to be turned "hard to starboard". And then there's Thomas Andrews' and everyone else's facial expressions when they feel the whole ship shaking...
** When Rose remembers what Mr. Andrews told her earlier about the number of lifeboats while he is telling her that the ship is, in fact, sinking.
** Cal's expression when the first funnel starts to collapse. He can clearly see dozens of passengers swimming in the water right in front of it and he knows what's about to happen to them.
** [[http://www.wearysloth.com/Gallery/ActorsE/5333-23805.gif This]] image of Benjamin Guggenheim [[note]]who was willing to go down with the Titanic[[/note]] witnessing the water rise within the ship as it is sinking.
* ''Film/LettersFromIwoJima'', when Saigo is sent outside to empty the latrine bucket and discovers the entire ocean covered with U.S. Navy warships from horizon to horizon as far as the eye can see.
* In ''Film/TheChinaSyndrome'', the look of terror on Jack Lemmon's face when his character taps the water level indicator and they realize that the level of the coolant water is not exactly where it should be.
* ''Film/Piranha3D'': [[spoiler: They're the ''babies''.]]
* Played well by Noah Volsen in ''Film/TheBourneUltimatum'' when he realizes [[spoiler: Jason is currently in his office, within arms reach of the documents that will put him in prison]].
* In ''Film/MysteryMen'' [[BigBad Casanova Frankenstein]] is kicking Mr. Furious's ass until the following exchange:
-->'''Furious:''' "[[CatchPhrase Rage... taking over...]]
-->'''Frankenstein:''' "Ya, ya, ya. We've heard all that before."
-->'''Furious:''' "No, no, no... RAGE... REALLY TAKING OVER..."
-->'''Frankenstein''': (OhCrap)
* In ''Film/BarryLyndon'', when Lord Bulington's shaking hands inadvertently discharge his dueling pistol before he gets an aim, spoiling his having first shot on his much hated stepfather.
* In the ''RockyAndBullwinkle'' movie, Fearless Leader has zombified most of the United State by now. He is monologuing about his plans for world domination. Then Boris and Natasha cry out in unison: "FEARLESS LEADER, MOOSE IS LOOSE!"
* ''Film/{{Tombstone}}'' has a few. One occurs early in Wyatt Earp's ride of vengeance when he finds some Cowboys in an opium tent. [[spoiler: He lays the barrel of his revolver on a table and an opium-besotted Cowboy puts it in his mouth, thinking it's a pipe. Boom.]] Another occurs near the end of the movie when Johnny Ringo thinks he's confronting Wyatt. [[CatchPhrase "I'm your huckleberry."]] (He's not.)
-->'''Holliday''': "'Play for blood,' remember?"
-->'''Ringo''': "Oh that. I was just foolin' about."
-->'''Holliday''': "I wasn't."
-->'''Ringo''': o___o
* ''Film/RobinHoodPrinceOfThieves'': After successfully defending the forest hideout from hired thugs, Robin Hood glances over to the Nottingham soldiers in the distance... with [[ArrowsOnFire flaming arrows]] and trebuchets! He simply says "My God" in sheer terror - from then on he is no longer fighting and is simply trying to rescue his fellow men.
* ''Film/{{Snatch}}'' has a famous scene where a trio of bumbling wannabe gangsters try to intimidate Bullet Tooth Tony (the most badass ImplacableMan in London's underworld) with fake guns. Tony calmly sits back in his chair, tells them that he knows perfectly well that their guns are fake, then pulls out his HandCannon Desert Eagle. The close up on their faces is ''[[http://www.youtube.com/watch?v=uR5jufwSqm8 priceless]]''.
* ''Film/XMenFilmSeries'':
** ''Film/XMen1'': Senator Kelly freaks out when his assistant Henry Guyrich turns into Mystique.
** ''Film/X2XMenUnited'':
*** "I used to think you were one of a kind, Wolverine. I was wrong."
--->'''Wolverine:''' ''(as Deathstrike whips out her claws)'' Holy shit.
*** Followed by another one a second later, as he realizes Deathstrike also shares his HealingFactor.
*** Magneto and Mystique have the smiles wiped right off their faces when Rogue, furious at their teasing about the white stripes in her hair (which they are directly responsible for), gives them a DeathGlare as she starts to pull off a glove.
** ''Film/XMenOriginsWolverine'':
*** Wolverine has one during his climactic fight against Deadpool when it's revealed that Deadpool has teleporting powers.
*** Zero sports an ''epic'' one when he tries to shoot a bullet into Logan's head to (temporarily) take him out--which would have worked if he had normal human bones--just to bounce off his now indestructible skull, and Logan just growls.
** ''Film/XMenFirstClass'':
*** The faces of the Nazis in Argentina when Erik reveals his numbered tattoo.
*** Charles' expression when he accidentally outs Hank as a mutant.
*** Frequently by humans when they see mutant powers in action.
*** ''Everyone'' on the Submarine has this reaction [[spoiler:when Magneto raises it out of the ocean]].
*** [[spoiler:The look on Shaw's face when he realizes that Magneto isn't going to join him right after letting his guard down.]]
*** For any audience member who knows [[ThoseWackyNazis what made it famous]], the moment when the last line in [[spoiler:Charles's 'please don't kill those people' speech to Erik is [[JustFollowingOrders "they were just following orders."]]]]
*** Erik's expression when [[spoiler:he deflects a bullet right into Charles' spine]].
** ''Film/TheWolverine'':
*** Not said, but it's clearly written on Harada's face when he sees Wolverine's regained his healing powers.
*** In TheStinger [[spoiler:when Logan sees everything metal start to vibrate]].
** ''Film/XMenDaysOfFuturePast'':
*** Hank is very alarmed when Magneto points a gun in [[spoiler:Mystique's direction, with Charles standing directly in the line of fire]].
*** Beast panics when he notices how many people are staring at his blue, furry form after his brawl with Magneto.
*** Past Charles has a moment of terror when he realizes that a very large piece of falling debris will crush him to death unless he gets out of its way.
** ''Film/XMenApocalypse'':
*** This is Nightcrawler's reaction when he's unceremoniously dumped into a cage match surrounded by a large crowd of humans who are hollering for mutant blood to be spilled.
*** Charles and Jean share this expression when they both experience her visions of a global catastrophe.
*** One of the workers at the steel mill takes a hard gulp when a vengeful Magneto shows up at the factory after escaping from the authorities.
*** Moira is more than a little startled when Xavier activates Cerebro.
*** Professor X utters "Oh my god" after Apocalypse [[spoiler:hijacks Cerebro]].
*** [[https://www.youtube.com/watch?v=XvXxwUiZ3yQ Apocalypse creepily tells Xavier,]] "I'm here for you, Charles," which freaks out the telepath.
*** Charles' [[BlackEyesOfEvil irises and pupils go pitch black]] while using Cerebro as he proclaims in both awe and fear, "I've never felt power like this before."
*** Scott panics when he realizes that there's nothing left of the mansion but rubble.
*** Mystique's reaction when the leader of the supposed rescue team after the school blows up turns out to be Stryker.
*** The default expression of any soldier [[spoiler:when he's face-to-face with a brainwashed Wolverine]].
*** Storm is very frightened when she's about to be crushed by a car.
*** Professor X is understandably scared out of his mind throughout the [[spoiler:GrandTheftMe procedure]].
*** This is written all over Archangel's face seconds before [[spoiler:the jet smashes into the ground]].
*** [[spoiler:After being rescued by the X-Men,]] Charles tries to rest and recover from his trauma, but his head snaps back upright in horror when he hears En Sabah Nur roar out his name.
*** Quicksilver knows he's in ''deep trouble'' when [[spoiler:Apocalypse traps his foot inside the ground, which prevents Peter from using his SuperSpeed. It gets worse when Apocalypse twists his arm, breaks his leg and then exposes his neck to Psylocke's katana.]]
*** Xavier is already very alarmed when he can detect through his telepathy that [[spoiler:Quicksilver has been seriously injured by Apocalypse]], but Charles ''breaks down'' when Raven is being slowly strangled to death.
*** Mystique's terror when Apocalypse suddenly grabs her neck and begins choking her.
*** During a psychic battle, Xavier tries to punch Apocalypse, who easily blocks him; the latter then alters his body so that he's ''gigantic'', and he easily crushes his now smaller opponent.
* ''Film/VForVendetta'' features an agent of Norsefire shooting a young girl we see a lot throughout the film, caught wearing a Guy Fawkes mask and spraying graffiti. Other citizens see him holding the gun, approaching him slowly as he raises his "Norsefire" badge and tries to reason with them...we get to see the look on his face [[GoryDiscretionShot just before it has a meeting with a spade]].
** Creedy gets one shortly before V strangles him near the end of the film, after V (who has just been shot approximately 700 times) has annihilated all of his men with ''knives'' before they could manage to reload. The look on his face as he backs away from the advancing V, his bullets having no effect whatsoever, is one of sheer terror and incredulity. Then he runs out of bullets, and V's not stopping. Cue OhCrap face.
*** Even better, because V had told him this was precisely what was going to happen.
* At the end of ''Film/TheThreeMusketeers1993'', Gerard finally manages to track down d'Artagnan and challenge him to a duel, only to find that he not only has to fight d'Artagnan, but an army of Musketeers.
** "Forgive me Father, for I will sin. ''One night, I will come for you.''"
* ''Film/{{Jabberwocky}}'': In the opening sequence the poacher starts hearing some fairly alarming noises, getting increasingly anxious and looking around him. When he finally looks up, he clearly realises what it is that's making those noises.
* ''Film/TopGun'': Holy shit, it's Viper!
** During the opening minutes of the final dogfight scene, Slider (Iceman's copilot) has one when the number of enemy planes on his radar goes from 2 to 4 (a trick they showed early in the film), and another when it jumps again:
-->'''Slider''': WRONG! '''FIVE!'''
** Merlin has one in this same fight when Maverick reveals his strategy for dealing with the bogey on their tail:
-->'''Maverick''': I'm bringing him in closer, Merlin.
-->'''Merlin''': You're gonna do '''WHAT!?'''
* König in ''Film/EnemyAtTheGates'', when he realizes he's fallen into Zaitsev's trap
* At the end of the Tom Selleck movie ''Film/AnInnocentMan'', when the DirtyCop's who framed Selleck's character are jailed themselves, the F. Murray Abraham character (a lifer) says to them as they are entering the prison (in front of all the other inmates), "Hello, Officers." The looks on the cops' faces are OhCrap, as prisoners don't like dirty cops very much.
* In ''Film/{{Holes}}'', when Armpit is asking for a pen and paper, the deputy recognizes Mr. Sir as a criminal. Que the following conversation.
-->'''Deputy:''' Marion Sevillo.
-->'''Mr. Sir:''' (''stops dead in his tracks'') Oh, crap.
* Peter Jackson's remake of ''Film/KingKong2005'':
** When Anne tries to hide from a giant predator in a tree log, the giant centipedes inside scare her enough that she runs away... only to realize that she's now in the line of sight of a TyrannosaurusRex descendant.
** At the theater, Kong notices Jack Driscoll, and stops his rampage and stares at him long enough for both of them to realize that Kong ''remembers'' Jack...and the last thing he saw Jack do was take his beloved Ann away from him. Cue epic Oh, Crap and subsequent UnstoppableRage.
* In ''Film/TransformersDarkOfTheMoon'', Ironhide (and all the other Autobots and humans present) have this reaction when Sentinel Prime announces that he has defected to the Decepticon side and punctuates it by promptly shooting Ironhide in the back. Ironhide has a second, much more tragic OhCrap moment a minute later when he sees the massive hole in his chest and his own hand disintegrating and realizes exactly what Sentinel has just shot him with.
* The US President, at the end of ''Film/EscapeFromNewYork'', about to play the tape with his message for the conference. Cue epic OhCrap expression when he discovers [[spoiler: that Snake Plissken's switched the tape for Cabbie's and thus he is regaling the other politicians with "Bandstand Boogie"]].
* In ''Film/TheLongestDay,'' a German lookout officer on the morning of the Normandy landings is sweeping the coast with his binoculars, thinking that today is just going to be another day. One Allied bombardment and sheer panicked expression later, his report to High Command is all but incomprehensible, ending with his insistence that this massive number of ships the Allies can't possibly have (according to German High Command)? "They've got them!"
** There is also a scene similar to the one in ''Letters from Iwo Jima'' with Gert Fröbe as a German soldier bringing breakfast to a post on the Normandy coast, and as he turns around a corner he suddenly sees the Allied invasion fleet. He just has time for a long take, and then the fleet opens fire.
* A hilarious one in ''Film/HarryPotterAndTheChamberOfSecrets'': when Ron and Harry realize [[spoiler: the Hogwarts Express is on the tracks right behind them.]] Even [[LoyalAnimalCompanion Hedwig]] gets in on the fun, gawking at the sight of the train... about to hit the car from behind... when she is sitting IN A CAGE ON THE BACK SEAT!
** Voldemort's face in Harry Potter and the Deathly Hallows Part 2 after he discovers that [[spoiler: Harry isn't dead]].
** And Snape's expression pales considerably after Voldemort says that [[spoiler: the [[InfinityPlusOneSword Elder Wand]] belongs to the wizard who killed the previous owner, in this case Dumbledore and since [[ItWasHisSled Snape killed Dumbledore]]...]]
** Ron gets a truly beautiful one that doubles as a ScrewThisImOuttaHere in ''Deathly Hallows Part 2'' during the Room of Requirement fight scene. Ron furiously chases after Malfoy and his thugs after Goyle tries to use the Killing Curse on Hermione. Seconds later, he comes [[AttackAttackRetreatRetreat running back the exact same path even faster]], [[ScreamsLikeALittleGirl shrieking like a little girl]]. Ron pretty much runs right between Harry and Hermione, [[AlwaysSaveTheGirl grabs Hermione]] ''without stopping'' and keeps going, simply trusting that Harry will have the wherewithal to run on his own (though granted, Ron did yell out, "''Goyle set the bloody place on fire!!''" a pretty good cue to RunOrDie).
* Ace Ventura goes through this in the end of ''Film/AceVenturaWhenNatureCalls'' when the Watchati/Wachootoo tribes find out that [[spoiler:the Wachati princess is not a virgin.]]
-->''[[VirginVision "They can tell that?"]]''
** Cue Ace being ChasedByAngryNatives.
* In ''Film/LuckyNumberSlevin'', when Detective Brikowski gets a call from a colleague [[spoiler: who has finally found out Slevin's backstory.]] As the story unfolds and Det. Brikowski realizes [[spoiler: who Slevin really must be]], the evolving levels of OhCrap on his face are priceless.
* ''Film/MenInBlack''. Only once does Agent K briefly lose his composure, thanks to witnessing the Bug revealing itself.
* In ''Film/SherlockHolmesAGameOfShadows'', [[TheDragon Sebastian]] [[ColdSniper Moran]] has this sort of reaction when he realizes that John Watson [[spoiler:is pointing a large cannon in his direction.]]
-->'''Moran:''' That's not fair!
* Played for laughs as a RunningGag in ''Film/{{Repossessed}}''. There are numerous times when Leslie Nielsen's character or once or twice one of the others, goes "ooooooh sh**"
* There are several examples in ''Film/{{Critters}}'', the best being how the father's eyes bug out when one of the Crites' venomous quills slams into the wood of the staircase, just an inch or so from his face.
* ''Film/{{Thor}}''
-->'''Laufey:''' Run home, little princess.
-->'''Loki:''' ''Damn''.
* Several moments in ''Film/TheAvengers2012''
** The Black Widow gets a bunch: when she's informed it's ''her'' job to bring in [[TheIncredibleHulk Bruce Banner]], when Banner trolls her by faking an angry outburst, when she's trapped with Banner on the Helicarrier as he's having..an episode. And finally when Film/IronMan announces he's bringing the party to the other members of the team.
-->'''Black Widow:''' (on seeing the [[spoiler: giant alien space-dragon chasing Stark]]) I...I really don't see how that is a party.
** There's suddenly thunder and lightning after Loki [[spoiler: is captured by SHIELD]]
-->'''ComicBook/CaptainAmerica:''' What's the matter? Scared of a little thunder?
-->'''Loki:''' I'm not overly fond of [[Film/{{Thor}} what follows]]...
** Loki does it again when informed by Tony Stark that regardless of the outcome of the battle with the invading enemy, the Avengers will hold him personally responsible, and if they lose the planet they will come for him. For just a second Loki has an expression indicating that he really doesn't find that scenario very appealing.
*** Not as overstated as other examples, but Tony has a mild reaction of this when Loki appears like he's going to use the "Glowstick of Destiny" to bring him under the demigod's control. [[spoiler:Thanks to the Arc Reactor, he's saved from being brainwashed.]]
*** And just after Tony [[spoiler: blasted Loki away]]...
-->'''Iron Man:''' Right. [[{{Mooks}} Army.]]
** And Loki does it one last time as he's crawling out of his self-shaped hole and realizes that he has an audience of six Mighty Heroes.
-->"If it's all the same to you, I think I'll take that drink now."
* In ''Film/CaptainAmericaCivilWar'', when [[spoiler:War Machine, Black Widow, and Black Panther get a truck thrown at them. For bonus points, it's not a water truck like Ant-Man thought, it's a [[StuffBlowingUp tanker truck]].]]
-->'''Rhodey:''' ''[[YouHaveGotToBeKiddingMe OH COME ON]]!''
** Earlier, Cap and Falcon's reactions to the news that [[spoiler:Bucky isn't the only Winter Soldier]]. If anything, this is an understated reaction considering that [[spoiler:despite being their friend, he's having to explain this with his arm shut in a steel press because they weren't sure he wouldn't try to kill them as soon as he woke up]].
* Played very darkly in ''Film/{{Se7en}}'', when Somerset finds out what's in the box.
* Played in Film/TheWizardOfOz when the Witch sees that Dorothy grabs a bucket of water to extinguish the flames on the Scarecrow's arm. Water happens to be a fatal weakness of the Witch.
* In ''Film/Cube2Hypercube'', [[spoiler:Colonel Maguire]] chains himself to a wall so he can be killed by one of the traps, a transparent, moving cube wall that ages all the matter in the room by decades if not hundreds of years. Seeing the effect it has on his briefcase leads him to remark "this is gonna hurt".
* ''Film/FullMetalJacket'': [[DrillSergeantNasty Senior Drill Sergeant Hartman]]'s whole demeanor changes when informed:
-->'''Private Joker:''' Sir, it is the private's duty to inform the senior drill instructor that Private Pyle has a full magazine that is locked and loaded, Sir!
* The Knave of Hearts in ''Film/AliceInWonderland2010'' after [[spoiler: the White Queen spares his life only to have him banished from Underland and handcuffed to the Red Queen.]]
* In Film/TankGirl the title character escapes from a {{Mook}} and then shows him that she's stolen the pins from his grenades. The grenades that are hanging from his belt. He just has time for an "Aw shit..." before they blow.
* Curiously enough, there's one of these in the reverent film ''Film/TheSongOfBernadette'' after the novice mistress from hell discovers Bernie is not [[IJustWantToBeSpecial doing a fake limp]] but has tuberculosis of the bone, an excruciatingly painful disease. Veteran stage actress Gladys Cooper does [[http://www.youtube.com/watch?v=8cs9ofAuWFw&feature=player_detailpage#t=3508 one of the most beautiful Oh Craps in film]]. Actually two... one after another.
* In ''Film/PlanesTrainsAndAutomobiles'', it takes a moment to sink in that the driver on their right, shouting that they are driving the wrong way, is ''across the median''. Just in time to notice the semis in both lanes heading straight at them. Steve Martin gets the [[OhCrap reaction shot]].
* In ''Film/ResidentEvilRetribution'', the look on Luther's face after he hits Bad!Rain in the face with a fire extinguisher and realises all he's done is seriously piss her off.
* From ''Film/ChildsPlay'', when the unlucky sucker holding Chucky finds out he doesn't have any batteries. Cue...
-->'''Chucky:''' Hi, I'm Chucky. [[PreMortemOneLiner Wanna play?]]
** In the rebooted version at the end. Chucky has himself delivered to Andy, the child from the first film, attempting to kill him in revenge. When he cuts his way out of his delivery box, however, Andy has a loaded shotgun aimed right at his head. Chucky's face is priceless.
-->'''Andy:''' (after he pumps his shotgun) Play with this.
* From ''Film/TheGoodTheBadAndTheUgly'', Baker, Angel Eyes' employer at the beginning of the movie, when he finds out Angel Eyes wasn't joking about coming to kill him.
* ''Film/TheCabinInTheWoods'': [[spoiler: When the elevator doors open, releasing all of the monsters, you can clearly hear one of the security team guys mutter "Oh shit" before getting massacred.]].
* ''Film/SupermanII'' gives us the KneelBeforeZod moment: Superman emerges from the chamber designed to [[BroughtDownToNormal depower him to human]]. Zod commands him to kneel and swear eternal allegiance, Superman kneels, takes Zod's hand...and crushes it. Cue scream, and OhCrap from the other two villains as they discover ''they'' now have no powers.
* ''Film/AHardDaysNight'': RingoStarr [[http://www.youtube.com/watch?v=dNZwn6h2FhU helps a lady--right into a sinkhole]].
* In ''Film/{{Silverado}}'' when the sheriff (played by John Cleese) informs the posse that Mal Johnson (Danny Glover) "has hit every bloody thing he's aimed at!" - with a lever action Henry Rifle!
* ''Film/GIJoeTheRiseOfCobra'': When Snake Eyes unexpectedly drops out of the Paris car chase, TheBaroness gloats "He gave up!" Cue Storm Shadow -- "He ''never'' gives up." [[spoiler:They get blindsided by a train]].
* ''Film/{{Looper}}'': More like [[spoiler:Oh, I just remembered I shot myself 30 years ago.]] All the more priceless.
* In ''Film/IronMan2'' Pepper and Tony have an EPIC one when Happy gets taken down during the boxing lesson by "Natalie".
* In ''Film/StarTrekIntoDarkness'', Kirk has one when he realizes [[spoiler:that the London bombing was a diversion to draw all the top Starfleet brass into one room so Harrison can take them all out at once]].
** Carol Marcus has one when [[spoiler: Harrison reminds her that one of the things the ''Vengeance'' is designed to do is pursue and destroy enemy ships ''in warp.'']]
** Chekov, when ordered to put on a RedShirt.
** Admiral Marcus has one: [[spoiler: "Well, shit! You talked to him."]]
** [[spoiler: Spock Prime's reaction when Spock asks if he's ever known someone named Khan]].
** Everyone at Starfleet Headquarters [[spoiler:as they realize the ''Vengeance'' is aiming ''straight at them''.]]
* ''Film/FearOfABlackHat'': When Tasty finds Ice in bed with his girlfriend, "Aw, shit!" is the reaction of everyone in the room.
* A very subtle one at the end of the Creator/RobertRedford film ''The Candidate''. On hearing the news that [[spoiler:he's just been elected senator]], Mckay turns to his campaign manager and asks, "What do we do now?"
* The non-verbal version is all over the priest's face in the first few seconds after Clark tells him who he is in ''Film/ManOfSteel''.
* Happens frequently throughout ''Film/PacificRim'', on the part of the humans whenever a new {{Kaiju}} appears [[spoiler:and on the part of the Kaiju's creators just as [[HeroicSacrifice Gipsy Danger goes nuclear]], complete with a close up of one of their faces as it blows.]]
* Roy utters this once in ''Film/{{RIPD}}''.
* To the characters of ''Film/SinginInTheRain'', the prospect of a talking picture (the movie is set during the transition from silent to sound) seems like a brilliant, excellent idea, especially after the success of ''The Jazz Singer'', the real-life movie that was the first feature-film talkie. Actor Don Lockwood, pianist Cosmo Brown, and producer R.F are seemingly energized by the idea of turning their current production into a talkie, and you can almost hear the gears turning as they imagine the possibilities... and then Lockwood's co-star Lina Lamont opens her mouth. CuteButCacophonic doesn't even begin to describe her high-pitched Brooklyn squeal. Cut to Lockwood, Brown, and R.F simultaneously, and hilariously turning to Lina with identical looks of dawning horror.
* ''Film/SpaceJam'': "I found the shorts."
** Swackhammer gets one when his minions [[TheDogBitesBack gang up on him]].
* In ''Film/CubeZero'', Dodd hears the elevator outside moving a short while after Wynn left to abandon his post and enter the Cube. With relief Dodd calls him out as a stupid jackass, only to stand face to face with the Orwellian guys from upstairs running the Cube. His expression should be obvious.
* ''TheSting'': Lonnie Donnegan's insider Harmon calls with the tip "Place it on Lucky Dan" in a race. At Shaw's (Henry Gondorff) gambling place, Donnegan bets $500,000 on Lucky Dan to win. Donnegan's face tells all when Harmon learns what he did and says this:
-->'''Harmon:''' To win?? I said ''place!!'' ''Place it'' on Lucky Dan--that horse is gonna run second!!
* In ''WesternAnimation/FindingNemo'' [[AlluringAnglerfish Good feeling's gone.]]
* In ''The Hindenburg'', Ritter (Creator/GeorgeCScott) has one when he tries to defuse the bomb, but realizes he has no idea how to do this. [[spoiler: He has a bigger one a moment later when he realizes the bomb is going to go off ''at that very second''.]]
* ''Film/TheCourtJester'': Hawkins, having infiltrated a castle under the identity of the jester Giacomo, is echoing the last lines said in song while playing the lute. He has also been seducing the princess under hypnosis, and has no idea he has been doing so. When he finds out about this, at the exact same time the king does, his voice goes up an octave, he snaps a string, and you just ''know'' what he's thinking.
-->''Giacomo, Giacomo, Giacom-OH?!''
* ''Wanted'': Main villain [[spoiler: Sloan]] has a hilarious one at the end, the moment he notices [[spoiler: he's standing on a target.]]
* ''Film/{{Bushwhacked}}'': When one of the kids accidentally refers to Max Grebilski by his real last name, as opposed to the name of the scout leader he was posing as.
* ''Film/AndTheBandPlayedOn'': when Dr. Dale Lawrence tells Dr. Don Francis that he has just gotten back from New York where a female IV-drug user had just died from the disease that would later be named AIDS, Francis gets a look of sheer horror on his face before he says, "It's in the blood supply."
* In ''Film/TheOtherWoman2014'', Mark goes to see Carly at the law firm where she works; he's ushered into her office by her assistant Lydia, and then has this all over his face when he sees [[spoiler: that his (ex-)mistress Carly, his ''wife'' Kate and his other mistress Amber are all in there to confront him.]]
* In ''The Day Of The Dolphin'', a pair of dolphins are kidnapped as part of a Presidential assassination plot; one of the villains says "Oh, shit" when he and the others hear [[spoiler: the "clang" as one of the dolphins places a mine intended to blow up the President's boat onto the base of ''their'' boat...]]
* In ''WesternAnimation/TheLEGOMovie'', it's mainly both Emmet and Wyldstyle that have this clearly written on their faces as they were just about to prevent Taco Tuesday from happening, before they were discovered by Bad Cop and the Super Secret Police. Wyldstyle's face is lit up with horror at seeing Bad Cop appear and futility as she tries to escape, whilst Emmet screams out in disbelief and absolute panic when he sees the doors open in the control room.
** Not to forget, [[spoiler: the reactions to both the decapitation of Vitruvius and the revelation that the prophecy was made up]].
** The horrific shock that doesn't wear off easily after Lord Business reveals the Kragle expressed by GCBC when he [[spoiler: is explicitly told that it will be used on his parents]].
* Dr. Hoenneger in ''Film/TheWolfman2010'', upon discovering that Lawrence's lycanthropy is ''[[RealAfterAll not]]'' a delusion.
* In ''Film/TheNannyDiaries'', Mrs. X plays a surveillance tape in the presence of other nanny employers, and has one of these when she sees that the tape contains [[spoiler: Annie, the nanny she's just fired and who Mrs. X thought didn't know about the nanny-cam, giving her a TheReasonYouSuckSpeech about how Mr. and Mrs. X's parenting skills leave a lot to be desired]].
* In ''Film/TradingPlaces'', Billy Ray when a [[spoiler: crazed and vengeful Louis points a gun at him.]]
--> '''Billy Ray''': ''(talking into the phone)'' Security- ''([[spoiler:Louis flashes a piece]])'' Merry Christmas ''(hangs up)''.
** The Dukes get one when [[spoiler: Billy Ray and Louis put their plan into motion.]]
-->'''Mortimer:''' That's not right. [[spoiler:How can the price be going down]]?\\
(''Mortimer sees Louis and Billy Ray [[spoiler:in the trading pit]]'')\\
'''Mortimer:''' What are ''they'' doing here?\\
'''Randolph:''' [[spoiler:They're selling,]] Mortimer!\\
'''Mortimer:''' Well, that's ridiculous! Unless [[spoiler:that crop report...]]\\
'''Randolph:''' God help us!
* At the end of ''Film/TheReaping'', Katherine has one when she drives off with Loren and tells her from now on it'll be the two of them, and Loren replies it'll be three. What's so OhCrap about that? [[spoiler: Well, her crisis of faith has been resolved in her battle to save a little girl (Loren) with God-given powers from a cult that sacrifices second-born children in a bid to create a perfect demon child that will bring them power. Although the good guys win and the cultists are destroyed, the leader had sex with Katherine beforehand. And when Loren tells our heroine she's pregnant - with her ''second'' child (former missionary Katherine lost faith when the holy man of a drought-stricken African village she was stationed at encouraged the villagers to sacrifice her husband and daughter) - Katherine realises she's carrying said demon child...]]
* In ''Film/SOSTitanic'', just before the iceberg strike, we get a close-up of one character's eyes. The camera pans down to his mouth, and then he says, "We've had it."
* ''Film/TeenageMutantNinjaTurtles2014'':
** When all four Turtles run through the parking garage and come face to face with hundreds of Foot soldiers.
** Also when Donatello scans a Foot soldier and discovers they're heavily armed.
-->'''Donatello''' (high-pitched voice): "Oh my gosh they have guns!"
* ''Film/ToyStory3'' At the incinerator, seeing a bright light at the end of a tunnel.
-->'''Rex:''' Look, I can see daylight! [[HopeSpot We're gonna be okay!]]
-->'''Woody:''' I don't think that's daylight...
* In ''Film/TheScribbler'', psychiatrist Dr. Sinclair (Billy Campbell) has been pursuing "Patient X," a/k/a Veronica, a murderous SplitPersonality patient who escaped from his care. When Suki (a fellow SplitPersonality sufferer) see's Veronica's case file, she realises Patient X is actually [[spoiler:Alice, a fellow halfway-house resident whose habit of pushing Suki down the stairs is a milder version of her throwing other patients out the window]].
* At the end of ''Film/MichaelClayton'', Karen Crowder (Creator/TildaSwinton) has one of these when, just after having promised the eponymous main character (Creator/GeorgeClooney) ten million dollars if he'll keep quiet about all the bad stuff she's done in the course of the film, he smiles at her and says "You're so fucked." [[spoiler: She suddenly realises that he's almost certainly wearing a wire, and that she's just tried to bribe him to hush up a murder.]]
-->'''Karen''': ... What.
* ''Film/KingsmanTheSecretService'':
** Merlin's response to seeing Valentine's small army of mercenaries advance towards him with a freaking anti-air missile turret.
** The bar thugs in the mid-credit scene as they hear Eggsy repeats Harry's PreAssKickingOneLiner.
* In ''Film/{{Monsters|2010}}'' while traveling down river in a boat the engine cuts out. Then it gets dark. Then a large fin slices through the water -- subverted when it turns out to be a downed fighter aircraft. Then another Oh Crap moment when giant tentacles yank the aircraft under water again, showing just how easily it can sink the boat. Another example is when the protagonists reach the Great Wall on the US border only to realize that the aliens have already spread far beyond it.
* ''Film/TalesFromTheHood'': The racist Metzger has a nice one when he sees that all the voodoo dolls from the magical painting have gone missing. He then turns around to see hundreds of vengeful puppets staring at him.
* ''Film/TheUntouchables'': A barber accidentally cuts UsefulNotes/AlCapone while shaving him in an interview and pulls a genuine scared face because the gangster is well known for his tremendous HairTriggerTemper... Capone pardons him but imagine the situation if the barber was shaving him with no press around. Or worse. [[FridgeHorror What happened to the poor man after the interview.]]
* ''Film/ExMachina'':
** Nathan’s expression when Caleb reveals he ''already'' rewrote the security protocols to let Ava out during a power outage—and she just caused another outage.
** ''And'' Caleb's expression when Ava leaves the compound, and it's clear she doesn't intend to leave with him.
* ''Film/{{Everest|2015}}'': As a blizzard descends on a party of climbers we hear, "oh, no."
* In ''Film/TheGreatEscape'', [=MacDonald=] tests a prisoner on passing off as French and then tells him off when the prisoner responds to a question posed in English ''by speaking'' English. Later on when [=MacDonald=] has escaped he talks to some SS officers in French - just when he thinks he's safe one of them says "Good luck!" in English. And he says "Thank you" ''in English''. An OhCrap expression immediately ensues, followed very shortly by his capture.
* In the Creator/JohnFord film, ''They Were Expendable'', there was a scene in which the crew of one of the PT Boats discovers that they didn't properly tie off at the dock and were now floating in the middle of the harbor. The captain, played by Creator/JohnWayne, sees this from shore, and dives into the water to swim out to the boat, a sight that causes the senior chief to exclaim "Fire in the paint locker!"[[note]]Given how flamable paints can be, a fire there is one of the most dangerous things that can happen[[/note]]
* Near the end of ''NightOfTheDemon'', cult leader Karswell, in a train car, is confronted by Dr. Holden, who had been cursed by Karswell slipping him a parchment of mystic runes. As it's minutes until Holden's doom, Karswell is anxious Holden will try to return the parchment, and avoids accepting a book, pack of matches, and pack of cigarettes from him. As the police intervene, Karswell tries to beat a hasty escape to get minimum safe distance, and in the commotion takes his jacket when Holden hands it to him...and realizes he'd been passed the parchment.
* ''Film/TheWarriors'' has several:
** Every gang member at the conclave gets two very quickly, first when [[spoiler: Cyrus]] gets shot, and then when [[spoiler: New York's Finest]] turn on their spotlights.
** Fox has just witnessed [[spoiler: Luther, leader of the Rogues]] commit the shooting above. He gets a classic OhCrap expression when the shooter realizes he's been seen, and takes dead aim at the unarmed Warrior. Fortunately for Fox, the lights above blind the assassin just long enough for him to escape.
** Swan, Snow, Cowboy and Ajax have just been chased out of the subway by the Transit Police (due to the quirky laws of TheBigRottenApple at the time, the cops can't follow them). They think they're OK... then they look around to see they're outnumbered at least 2-to-1 by the Baseball Furies. Even the maniacally combative Ajax reacts:
-->'''Swan''': I think we'd better take off.
-->'''Ajax''': Yeah, right!
** Finally, The Warriors and the Rogues are facing off on a Coney Island beach, when they hear "Riffs!" "YEAH RIGHT!" And the largest gang in the city descends upon them.
-->'''Swan''': You still looking for us?
-->'''Riffs Leader''': We found what we're looking for.
*** Cue MAJOR (but short-lived) OhCrap from every Rogue on the beach....
* ''Film/TheHungerGames'': When Prim is chosen, there's a brief shot of the horrified Katniss making a face that can only be described as '''D:'''
** Also, Clove, just before [[spoiler:[[ScaryBlackMan Thresh]] [[CrowningMomentOfAwesome grabs her and brutally kills her with his bare hands]]]].
** There's also a minor one much earlier when Haymitch tells Katniss that she needs to be nice to people. He calls her on it too.
* ''Film/SanAndreas'' has two notable examples: Ray and Emma are driving a motorboat up a tsunami powering towards San Francisco. Just when they think they're about to make it [[spoiler: they see a cargo ship foundering on the crest - and sending lots of HUGE containers towards them.]]
** Their daughter Blake and English brothers Ben and Ollie head up a tall building in a bid to get out of range of the tsunami; they can't go all the way to the top but they're quite high up. [[spoiler: Then Blake sees the wave coming - and her face is pure uncut OhCrap when she realises that ''they still aren't high enough...'']].
* In ''Film/JupiterAscending'', this is Jupiter's cousin Vladie's reaction when she didn't sell her eggs, because the doctors were Keepers in disguise trying to kill her. Thus, unable to pay off the stuff he bought, and having the rest of the family found out.
* In ''Literature/TheSpiderwickChronicles'', Red Cap and the other goblins break into the family's house, and arrive in the kitchen [[spoiler: to face an oven about to go off. Red Cap's FamousLastWords are "[[CurseCutShort Oh sh-]]" before the oven spews tomato sauce - which is fatal to goblins - all over them]].
* In ''Film/{{Tron}}'', Bit manages to get this across, despite its vocabulary being limited to two words.
--> '''Bit:''' No no no no no no!
* AmazingGraceAndChuck: [[spoiler: When Amazing and Lynn realize he's on a private jet she didn't arrange. She starts to panic immediately and he tries to console her that maybe its not what they think (unfortunately it is). He leaves her with a few comforting LastWords just in case.]]
* ''Film/CodeOfSilence'': When Cusack is at a party, he needs to make a phone call in the back. A group of yuppies, after just snorting some coke in the same room, metaphorically crap their pants when he answers the phone with "Sergeant Cusack". He's not interested in them, though.
* ''Film/{{Always}}'':
** Al when he realizes his engine is on fire.
** Pete shortly thereafter when he realizes his ''fuel tank'' is on fire.
** Al again when Ted's plane is bearing right down to drop the fire retardant right on him!
* ''Film/DeepwaterHorizon'': The ''Horizon'' crew when they see mud start welling up through the seals around the drilling pipe.
* ''Film/BatmanVSupermanDawnOfJustice'':
** Senator Finch's face when [[spoiler:she spots that Luthor is missing from the hearing and reads the label of the jar saying [[ItMakesSenseInContext "Grandma's Peach Tea"]].]]
** Happens by both title characters during their main fight: [[spoiler:Superman after Batman fires Kryptonite gas at him, which nullified his powers, and blocks a punch by him and Batman when he realizes the gas has worn off.]]
** Batman mutters "Oh, shit!" when [[spoiler: he sees Doomsday about to fire at him.]]
** Luthor when he realizes [[spoiler:Martha Kent was rescued by Batman after Batman answers the phone, not Knyazev.]]
** [[spoiler:In the Ultimate Edition, Luthor's expression changes from smugness to this upon Batman informing him he's being sent to [[BedlamHouse Arkham Asylum]].]]
* ''Film/TheSting'', when Lonnie Donegan learns he was supposed to bet his $500,000 on Lucky Dan in the race at Riverside to ''place,'' as Kid Twist told him. Donegan bet on Lucky Dan to ''win.''
* ''Film/StrokerAce'': A whole picnic area gets one when Torkle's car slides through and into the nearby lake, forcing them to scatter. Torkle gets one moments later when he realizes the picnickers are ''cops''.
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[[quoteright:350:[[Film/JurassicPark http://static.tvtropes.org/pmwiki/pub/images/film-oh-crap_8040.png]]]]
[[caption-width-right:350:[[TheCanKickedHim At least he won't mess his pants]].]]
->''"The fact that you have "[[WeaponForIntimidation Replica]]" written down the side of your guns, and the fact that'' I ''have [[HandCannon Desert Eagle .50]] written down the side of mine, should precipitate your balls into shrinking... along with your presence. Now...'' fuck off.''
-->-- '''Bullet Tooth Tony''', ''Film/{{Snatch}}''
* ''Film/TheDarkKnight'':
** Dent's reaction to [[http://www.youtube.com/watch?v=mwluvtQOX_4#t=54s Rachel Dawes telling him that]] [[SadisticChoice only of them would survive, and their friends had to choose who]].
** Also happens in the beginning where Happy, one of the robbers at a local bank, is killed by another robber, Grumpy, in the bank vault.
** A very mild example, but when Joker realized that no one in the boat was detonating the bombs.
** Officer Wuertz gets one when he sees [[spoiler: a disfigured Harvey Dent (who he turned over to the Joker's men) pointing a gun at his head.]]
* The first landing site in ''{{Film/Interstellar}}'' turns out to be in the middle of a knee deep body of water that stretches to the horizon with a huge mountain range faintly visible in the distance. The signal from the previous expedition turns out to come from just a small piece of debris.
--> '''Cooper:''' ''"Those aren't mountains. [[GiantWallOfWateryDoom They are waves.]]"''
--> '''Brand:''' ''"Oh, shit. Oh, shit... Oh, shit.'''"
* ''Divorcing Jack'':
** Happens when the gang blackmailing Michael Malley (Robert Lindsay), having just killed him with a booby-trap bomb in a tape recorder, drive off with the blackmail money in a briefcase; opening the case, and taling out the middle bundle, they see a bomb, and realise they have just triggered it... "Oh, SHITE....."
* ''Film/TheShawshankRedemption'' features several in a row on [[spoiler:Warden Samuel Norton]]'s part.
** The way he looks out the window when [[spoiler:hearing the sirens go off, likely realizing a prisoner is missing.]]
** The way he looks at [[spoiler:the tunnel he discovers by accident when throwing a rock at a poster]].
** The look on his face when he sees a newspaper saying [[spoiler:"Corruption, Murder at Shawshank."]]
** Also, the look on his face when [[spoiler:he sees a Bible with a hole in it [[BookSafe in which Andy hid the rock hammer with which he dug his way out, likely implying that Norton realized the connection between Andy having escaped and himself being busted]]. Bonus points for being so shocked that he dropped his Bible]].
* Done hilariously by the townsfolk of Rock Ridge in ''Film/BlazingSaddles'' with the emergence of [[TheBrute Mongo]].
** "Never mind that shit, [[MakeRoomForTheNewPlot here comes Mongo!!]]"
** "Now gather around here folks and...(Salesman spots Mongo)..HOLY SHIT!!
* ''Film/{{Jaws}}'': Brody has one during the [[http://www.youtube.com/watch?v=_2Ecwm7Alrc#t=3m48s beach scene]], complete with [[VertigoEffect Dolly Zoom/Vertigo Effect]] and [[ScareChord screeching violins]].
** Also the scene where Brody [[http://www.youtube.com/watch?feature=player_detailpage&v=2I91DJZKRxs#t=11s first sees the shark]].
* ''Film/TheSearchers'': It's dusk, Ethan Edwards and the posse were lured out to investigate a cattle abduction, and Martha Edwards is putting out all the lights. When Lucy Edwards realizes why (the Comanche are on a murder raid), she starts screaming her head off.
* In ''Film/BigGame'', the tour guide's face literally screams "oh crap!" when he hears Hazar's description of rocket launcher and realizes what his clients intend to do.
* ''Film/{{Apollo 13}}'' has the best one ever. Amidst all the alarms ringing and chatter as the crew and Mission Control tries to figure out what happened, mission commander Jim Lovell takes the simple action of looking out his window--and sees a cloud of gas. Lovell, after exhibiting the look himself, quietly reports: "Houston, we are venting something into space." Followed by Swigert's and Haise's heads turning like swivels to look at him, followed by Mission Control going deathly quiet (complete with VertigoEffect) as they realize just how badly in trouble the astronauts are. And then Lovell verifies exactly what is venting: "It's got to be [[AlmostOutOfOxygen the oxygen]]." Really brilliantly done.
** Later, when the astronauts get their first visual of the damage: "[[ExplainExplainOhCrap Houston, we're getting our first look at the service module now. One whole side of the spacecraft is missing. Right by the high gain antenna, a whole panel is blown out. Right up... right up to]] [[ReentryScare our heat shield.]]" As everyone involved was well aware, a spacecraft with damaged heat shield ''cannot'' survive atmospheric reentry.
* At the end of ''Film/{{Goodfellas}}'', Tommy arrives at his boss's house to be made a Made Man, but when he enters the room and nobody is there, he only has time to say ''"Oh, no-"'' before his brains are blown out from behind.
* In ''Film/PointBreak1991'', when Johnny realizes Bodhi is the leader of the President Gang - and when Bodhi realizes Johnny is an FBI agent.
** Also Bodhi in the end scene when Johnny throws the Reagan mask at his feet, saying ''Missing something, bro?''
* ''Film/KillBill Volume 1'' - The Bride's face as she listens to dozens of motorcycle engines approaching, and the ensuing conversation with O-Ren.
--> '''The Bride:''' Is that what I think it is?
--> '''O-Ren Ishii:''' You didn't think it was gonna be that easy, did you?
--> '''The Bride:''' Y'know...[sigh]...for a second there...yeah - [nervous giggle] - I kinda did.
* David Bowman in ''Film/TwoThousandOneASpaceOdyssey'' as he is taken beyond the infinite. His face falls from a look of slightly frightened, perplexed wonder to a terrified grimace.
* "Film/DasBoot": the sub crew is searching a foggy section of sea for the British Convoy they are hunting. Looking through the periscope, the Captain sees the fog give way to every submariner's nightmare -- a Destroyer -- coming straight at them, full steam.
* ''Film/TheLastStarfighter'':
** "I'll have it all figured out by the time we reach the Frontier..."
** Also Lord Kril and his First Officer's reaction to finding out they're about to [[spoiler: crash into the moon of Galan:]]
--> '''First Officer:''' We're locked into the moon's gravitational pull! What do we do?!
--> '''Lord Kril:''' ''(Calmly)'' We die.
* In ''Film/BladeII'', TheMole is playing with a bomb he thinks is a dud... only it's not a dud, and Blade reveals he was on to him from the start, and presses a second button on the detonator...
* The Illinois Nazis in ''Film/TheBluesBrothers'' find themselves going off the wrong end of an incomplete flyover.
--->''"I've always loved you."''
* The entire human race has this reaction upon seeing the massive destroyers in ''Film/IndependenceDay''.
** As far as those huge ships are concerned, the OhCrap for the human race didn't kick in until it was confirmed that the aliens were hostile and they actually started unleashing hell with those {{Wave Motion Gun}}s.
** Harvey Fierstein says those exact words right before a flying car crushes him.
** An alien makes one the moment it realizes the Mothership has been hacked and sees a nuclear missile being shot at its face. A second alien repeats this when it sees said nuclear missile counting down...
** Another minor one appears in the mothership when the aliens override David and Steven's ship and open the shutter on the front window:
--->'''David''': "I'm not doing this; they're overriding the system. '''OOOOOHHHH SHIT!''' Um, er... hide!"
* Another Harvey Fierstein moment, from ''Film/KullTheConqueror''. Harvey's character has just looked through Kull's gear he's stolen remarking on how much he can sell it for. He looks at Kull struggling with the ropes binding his hands to the deck and remarks that he won't be able to get loose because the ropes are strong. Kull replies, "Pity your ship isn't," and rips the plank he's tied to right out of the deck.
* ''Film/KickAss'':
** It has an awesome example after the [[BigDamnHeroes strobe light shootout.]] The unbelievably confused look on the faces of both Frank and Chris D'Amico is [[http://i47.tinypic.com/6p0136.jpg gold.]] Also counts as MoodWhiplash.
** When Chris and Frank watch the hidden camera footage of Big Daddy's [[CurbStompBattle assault on Frank's warehouse]]. Chris just came from changing his pants when he brought that video to his dad.
** The bazooka scene is full of those. At the start it's the D'Amico goons when they see that Hit-Girl may have empty guns but has a lot of knives and a perfect aim. Then it's Hit-Girl's turn when Big Joe says he's gonna grab the [[NoKillLikeOverkill bazooka]], immediately followed by Red Mist when he sees Big Joe grabbing the bazooka and claiming [[BlatantLies "It's all under control"]]. Finally it's Big Joe and the D'Amico goons again when they're about to fire the bazooka and Kick-Ass pops out with a jetpack and [[GatlingGood two Gatling guns]].
** Frank has defeated Hit-Girl and beaten her within an inch of her life and he's about to kill her when Kick-Ass arrives with the bazooka. He has barely time to pull the face before [[NoKillLikeOverkill Kick-Ass shoots him with the rocket]].
* ''Film/{{Ghostbusters 1984}}'':
** The Stay Puft Marshmallow Man's face becomes an expression of "Oh Crap" just before the Ghostbusters cross their streams and obliterate him.
** The Ghostbusters themselves when Stay Puft shows up.
--->'''Egon:''' Sorry, Venkman. I'm terrified beyond the capacity for rational thought.
* Makes up half of both ''Film/HomeAlone'' movies.
** This happens to Kevin in the second ''Home Alone'' movie when he is captured by Harry and Marv and discovers that Harry does in fact have a gun and [[MoralEventHorizon fully intends to]] [[WouldHurtAChild use it on him.]]
* ''Franchise/IndianaJones'':
** ''Film/IndianaJonesAndTheTempleOfDoom'':
*** When Indiana Jones is faced with two Thuggee swordsmen, he reaches for his trusted gun in what at first seems to be a remake of the famous WhyDontYouJustShootHim subversion in the first film, only to find it missing.
*** The face Mola Ram makes when Indy cut the RopeBridge they're all standing on.
** ''Film/IndianaJonesAndTheLastCrusade'':
*** After Indy has beaten Vogel to a pulp on top of the tank, he looks up to see it moving right towards a very tall cliff. He's so stunned ''[[ScrewThisImOuttaHere his hat blows off his head]]''.
*** Vogel himself gets one ''after'' the tank has gone over and he sees the ground coming up.
*** Indy has one when he finds himself face-to-face with ''UsefulNotes/AdolfHitler himself''.
* ''Leon / Film/TheProfessional'':
** "This... is from Mathilda". [[spoiler:Leon, dressed in SWAT gear, makes it past the cops coming for him, but on his way out Stansfield shoots him in the back. He presses something into Stanfield's hand and says, "This is from Mathilda." Stansfield doesn't understand for a moment, then realizes what it is: a grenade pin. And Leon has several more on his chest. Stansfield says "Shit" and is blown to bits]].
** A lesser, but as good version is early in the final battle when a SWAT team first approaches the apartment. The point man looks around the corner:
--->'''SWAT Leader:''' Do you see him?\\
'''Point Man:''' Yes. He's right here. He's got a gun to my head.
* In ''Film/RaisingArizona'' when Leonard Smalls smiles down on the beaten Hi, only to see the grenade pin around Hi's finger.
* ''Film/TheLordOfTheRings'':
** Despite being nothing but a big eye made out of flames, Sauron somehow manages this when he realizes his SoulJar is at the one place it can be unmade.
** Sauron when his Soul Jar [[spoiler: ''IS'' unmade.]]
** Bernard Hill as King Théoden does a series of ''great'' OhCrap faces in the ''Lord of the Rings'' films:
*** In ''The Two Towers'', Théoden asks [[TemptingFate "Is this all you can conjure, Saruman?"]], then looks ''extremely'' unnerved when the Uruk-Hai answer "no" by [[StuffBlowingUp blasting a hole]] in the Deeping Wall.
** In ''The Return of the King'', the arrival of the Rohirrim at Minas Tirith where they see just how huge the orc army is.
** When it seems they've actually won, the Oliphaunts arrive.
** Before Théoden's DoubleTake, comes the DoubleTake of the Orc Commander. The Oh Crap moment so brilliant they show it twice, first as the dawning comprehension that the Riders ''are not stopping'' and then a moment later when the Riders have obliterated his ranks and he realizes just how screwed he really is.
** Théoden when he sees the Witch-King coming right at him on its flying steed, in the moment before the fell beast bowls his horse over and drops it on him. The camera actually zooms and lingers on Théoden, who clearly lets out a [[ThisIsGonnaSuck sigh]].
** Bernard Hill is a great actor, he registers reactions that you only get on your second or third viewing - or maybe only after seeing the Director's Cut.
** Another blink-and-you-miss-it from Hill is when Théoden glances over and recognizes Éowyn beneath her Rohan armor disguise.
** A somewhat longer moment comes when the newly healed Theoden is out for Grima's blood and Aragorn stops him. You can ''see'' Theoden recognize 'Elfstan' the Captain who was in his father's service when he was a boy.
** Gríma has one when he sees the enormous uruk-hai army Saruman has created to sack Helm's Deep. To this point, he had been working with Saruman for to control Rohan, but he not been expecting Saruman to destroy it. [[http://www.youtube.com/watch?v=mLhvFSmhGC0 But my Lord there is no such force!]] According to the bonus DVD, the tear on Brad Dourif's cheek wasn't planned. It completely sells the moment, though.
** That huge orc army gets their Oh Crap moment as the Rohirrim charge, completely ignoring the arrows and spears (slightly) thinning out their numbers.
** The orc army gets an Oh Crap when Gimli, Legolas and Aragorn get off the boats and charge at them. They Oh Crap BEFORE seeing that these three dudes brought an army of ghosts with them, at which point they simply panic. They'd been expecting reinforcements on the ships - seeing people clearly ''not'' part of those forces get off instead was a clear signal that the reinforcements weren't coming.
--->'''Corsair Captain:''' [[TemptingFate You and which army?]]\\
'''Aragorn:''' ''This'' Army.
** There's Éowyn's look when she sees the Witch-King's ''frigging HUGE'' flail as he squares off against her. She got the last laugh.
** The Witch-King himself probably would've gotten one, if he actually had a face, when [[NoManOfWomanBorn he discovered that his opponent wasn't a man]].
** When he discovers the hard way that he's got ''two'' foes who are not Men.
** There's Gandalf giving a big speech to the Gondorians about how they can fight whatever comes through the gate. When the first thing through is at least four huge armored attack trolls, Gandalf gets a look on his face like "Well, I wasn't expecting ''that''."
** The whole Battle of Minas Tirith was a series of alternating Oh Crap moments for both sides. Denethor's FreakOut. The gate getting knocked down by Grond, the Rohirrim's arrival followed by the Oliphaunts. Gandalf nearly getting killed by the Witch-King, and then the latter really gets killed by Éowyn and Merry. And Aragorn bringing a [[TheCavalry big damn undead army]] to clean up the place.
** There's Saruman's reaction to the Ents trashing Isengard; if Creator/ChristopherLee is worried about something, you ''know'' it's bad. It's exactly the face you'd expect to see if someone was woken up with the news that the trees had come alive and were trashing his yard.
** Legolas gets a pretty good OhCrap look in Moria when he realizes there's a Balrog down there.
** After the goblins scatter and the Balrog's flames begin to build, Legolas is tensely adjusting his aim in the Balrog's general direction...then, he starts dropping the sight and releasing the tension in the bowstring--we can barely see his face but the body language perfectly communicates his realization that what is coming for them now is nothing he can even hope to harm. Then Gandalf ''names'' this monster and we get a shot of his face.
** The collective expressions of the entire Mordor army when they realize their master Sauron has been defeated.
** The hobbits--Merry and Pippin in particular, Pippin most especially--get OhCrap moments all throughout the story. Merry is in full OhCrap mode after meeting Treebeard, both hobbits share the reaction to Treebeard mentioning the "White Wizard" (assuming it was Saruman), Pippin's face reads this when Merry points out that Sauron thinks ''he'' has the Ring, Frodo's expression when the cave troll tries to impale him in Moria is this, Sam gets one when Frodo claims the Ring is his in Mt. Doom...
** "They have a cave troll."
*** Then about a minute later when Boromir realizes he's the only one still holding the troll's chain. And that the troll ''sees'' him holding its chain.
** Frodo in the first film, when he realizes that the two words that Sauron's forces got from Gollum (Shire and Baggins) means that they know where the One Ring is and are coming to take it.
* ''Film/MightyMorphinPowerRangersTheMovie''
** One can't help but smile at the "Oh, no" that [[spoiler:Ivan Ooze quietly says as he drifts into the path of a comet]].
** [[spoiler: Goldar and Mordant look at each other and go "Uh, oh" after seeing Lord Zedd and Rita Repulsa have returned to full size and are pissed about them going to work for Ooze.]]
* ''Film/{{Serenity}}'':
** The Operative's reaction when he sees the ship, ''Serenity'', approaching, alone, unarmed, and not even changing course directly into the waiting guns of the Alliance fleet... and then the Reavers burst out of the cloud right behind them. This is particularly effective, as the Operative has been absolutely stone cold up until that moment. "Target the Reavers. Target the Reavers! Target everything!! SOMEBODY FIRE!!!" [[http://i.imgur.com/Fg6Z1cd.png See how his face changes here.]]
** When the Operative realizes that [[spoiler: Mal [[MyNameIsInigoMontoya isn't paralysed]]]], which segues into a long, mostly off-screen OhCrap session while he watches the recording. It even seems to have caused a burn-out.
** The Operative when Inara says "And that's not incense!" Yesss!
** The doctor in the Academy, so proud of what he's done to River, the moment he realizes the well-dressed young man he's showing around isn't who he said he was. "She always did love to dance."
* ''Film/IronMan1'':
** In the very beginning, when Tony's convoy is attacked, he dodges bullets, scrambles to hide behind a rock, and then sees a missile with his name on it...
** This moment :
-->'''Tony Stark:''' How'd you solve the icing problem?\\
'''[[BigBad Obadiah Stane]]:''' ...Icing problem?
** The cut to inside Stane's helmet seals the moment. For about a second, we get a shot of Creator/JeffBridges watching his HUD wink out of existence, his face reading a definitive "this wasn't supposed to happen."
** The scene where Tony throws Raza's lieutenant in front of the people he had just been terrorizing, saying [[DoWithHimAsYouWill "He's all yours."]] The look on the lieutenant's face when he sees the people looking down at him as if to say "payback time, asshole" is priceless.
* ''Franchise/StarWars''
** ''Film/ThePhantomMenace'':
*** "Ouch time", courtesy of Captain Tarpals.
** ''Film/AttackOfTheClones'':
*** Obi-Wan, upon realizing he's still tied to Jango, whom he just knocked off the landing platform, puts it in true DeadpanSnarker form: "Oh, ''not'' good."
** ''Film/RevengeOfTheSith'':
*** Subverted at the end of Emperor Palpatine's duel with Yoda. Palpatine's Force lightning attack is caught harmlessly in Yoda's palm, who begins to redirect it just like he did against Count Dooku in the previous movie. Palpatine has an "Oh Crap" expression... but then the redirected energy explodes between them. Yoda's smaller stature and more precarious location causes him to be knocked off the platform they were fighting on, and Palpatine is victorious.
*** Count Dooku gives one when Palpatine orders Anakin to finish him off.
*** Almost every Jedi gives one when [[ThePurge Order 66]] is executed.
** ''Film/ANewHope'':
*** After Obi-Wan tells Luke that Stormtroopers, not Sand People, destroyed the Jawa sandcrawler:
--->'''Luke:''' But why would Imperial Stormtroopers want to slaughter Jawas? ''(looks at R2 and Threepio)'' If they traced the robots here, they would've learned who they sold them to, and that would lead them back... [[TheCallKnowsWhereYouLive Home]]!
*** When a group of Stormtroopers show up at Docking Bay 94, while Han is outside putting some finishing touches on the Falcon, his eyes grow wide when he sees them, just before they start shooting.
*** Han chased a handful of Stormtroopers down a hallway on the Death Star, he runs into a platoon. In the special edition, he runs into a ''company'' on parade.
*** Averted by Grand Moff Tarkin by not even realizing the Death Star is about to blow up. Motti, meanwhile, had a serious OhCrap speech.
*** Creator/AlecGuinness shows you how it's done with class in one quiet line.
--> '''Obi-Wan.''' That's no moon. It's a space station.
** ''Film/TheEmpireStrikesBack'':
*** Captain Needa had one when the Falcon vanished from scopes--he regains his composure and [[HeroicSacrifice sacrifices himself for his crew]].
*** In ''Film/TheEmpireStrikesBack'', Luke leaves his training unfinished, goes to Bespin to rescue his friends, and finds Vader waiting for him. Vader, who he knows full well he is completely unprepared to deal with. JohnWilliams' music during that scene - "[[http://www.youtube.com/watch?v=MnQCSGsGwr8 The Clash Of Lightsabers]]" - enhances it perfectly with nearly a minute of nervous buildup and then the rushing, panicked background music while the notes of the Imperial March start up slowly and ponderously.
*** The original moment at the end, when the ''Falcon'' manages to jump to light-speed, after Piett had assured Vader that his men had sabotaged the ship. Piett watches Vader with horror, knowing the [[YouHaveFailedMe price of failure]]. Made more chilling when Vader [[NothingIsScarier doesn't even regard him]], instead [[VillainsDyingGrace calmly and quietly leaving the room]]. Made less chilling by Piett actually surviving and appearing in the sequel.
** ''Film/ReturnOfTheJedi'':
*** "The Emperor's coming HERE?!" ::gulp::
*** When Lando realizes that [[spoiler:the Emperor had lured the Rebels into a trap]].
--->'''Lando:''' Well, how could they be jamming us if they didn't know we... ''([[ExplainExplainOhCrap dawning realization]])'' ... were coming? Break off the attack! The shield is still up!
*** [[MemeticMutation IT'S A TRAP!]]
*** Luke and Lando both react with horror in ''Episode VI'' when they realize that the unfinished Death Star's planet destroying superlaser is ''fully operational''. That means their battle has just sunk from desperate to ''hopeless''!
*** Leia gets one, when Jabba licks his lips.
* ''Film/StarTrekIITheWrathOfKhan''
-->'''Chekov:''' ''Botany Bay''?... (eyes widen) '''''Botany Bay'''''?! Oh, '''no'''! We've got to get out of here, ''now!''
** ''Wrath of Khan'' has a more comedic example during Kirk's inspection of ''Enterprise's'' engine room in the Director's Cut: After good-naturedly ribbing Midshipman Preston (Scotty's Nephew), Preston responds that if Kirk can't see ''Enterprise'' is the finest ship in the fleet then he's as "blind as a Tiberian bat." Watch the cadet standing to Preston's left: the expression on his face in reaction to what would normally amount to outright insubordination is positively priceless.
-->'''Joachim:''' Our shields are dropping!\\
'''Khan:''' Raise them!\\
'''Joachim:''' I ''can't!''\\
'''Khan:''' (dawning realization) Where's the override!? ''' THE OVERRIDE?!!'''
** During the final battle: The static-filled view-screen clears just in time to reveal ''Reliant'' bearing down on ''Enterprise'', [[OrchestralBombing the music goes nuts]], and there's barely enough time to order evasive manoeuvres before they slam into each other.
** The most brutal one of all is the last one....
--->'''[=McCoy=]:''' Jim, you'd better get down here.... Better hurry.
---> And then Kirk looks over to see [[spoiler: Spock's empty chair]].
* In ''Film/StarTrekIIITheSearchForSpock'', Kruge's reaction, when he realizes the ship he's sent his crew to is about to self destruct. What makes it even better is Torg's cluelessness right up to the end:
-->'''Torg''': ''[speaking via comms to Kruge]'' The ship appears to be run by computer. It is the only thing speaking.\\
'''Kruge''': Speaking? Let me hear it.\\
'''Computer''': [[AC: [[SelfDestructMechanism 9. 8. 7. 6. 5...]]]]\\
'''Kruge''': ''[leaping out of his chair]'' GET OUT! GET OUT OF THERE! GET OUT!!\\
'''Torg:''' ''[utter bewilderment]'' Why?\\
'''Computer''': [[AC:...2. 1.]] '''[[EarthShatteringKaboom BOOM!]]'''
** Just before that, when Kirk gives the command to self destruct, you can see Scotty and Chekov jump and look at Kirk, realizing he means it.
* ''Film/StarTrekIVTheVoyageHome''
** Kirk's face when he realizes Spock is swimming in the whale tank. [[http://movies.trekcore.com/gallery/displayimage.php?album=417&pid=43148#top_display_media Cue disbelief and horror.]]
** A truly ''epic'' one on the part of the whalers when Kirk orders the Bird-of-Prey decloaked ''right over their vessel''. It's deeply satisfying to see the look on the helmsman's face as he spins the wheel as fast as humanly possible--accompanied by what are probably some ''truly'' colorful metaphors in Finnish.
* ''Film/{{Star Trek VI|The Undiscovered Country}}'' has a couple of good ones:
** At the very beginning, Captain (finally!) Sulu is in the center seat of the ''[[CoolShip Excelsior]]'', monitoring the Klingon/Federation border. Following the detonation of the Klingon moon Praxis, Sulu and his crew are confronted with a ''massive'' shockwave bearing down on them. Sulu is understandably put out for a moment.
--->'''Sulu''': My... ''god''! [[DeflectorShields Shields!]] '''SHIELDS!'''
** Kirk gets an "Oh Crap" moment when, at the exact moment the commandant of Rura Penthe is about to give them the name of the Klingon responsible for the assassination of Chancellor Gorkon... the ''Enterprise'' [[ComplainingAboutRescuesTheyDontLike swoops in and beams him and McCoy to safety]].
** General Chang at the end, as he's watching a torpedo home in on his cloaked ship:
--->'''Chang''' ''[[DissonantSerenity To be... or not to be...]]''
*** [[BigDamnHeroes "Target that explosion and fire!"]]
* The Duras sisters have a silent one when [[StockFootage the same thing]] happens to them in ''Film/StarTrekGenerations''.
** Also in ''Generations'', when the ''Enterprise'' is about to crash on a nearby planet, the until-recently [[TheSpock emotionless]] [[RidiculouslyHumanRobots android]] Data says what everybody present (including the audience) is thinking: "Oh, ''[[PrecisionFStrike shit]]''!"
*** Soran's face right before [[spoiler:he gets blown up along with his rocket]].
** From ''Film/StarTrekNemesis'', when Shinzon realizes [[RammingAlwaysWorks what Picard is up to]]:
--->''''HARD TO PORT!!!!''''
* ''Film/StarTrek'' provides a minor, but memorable, example. Kirk and Sulu are well on their way to a ridiculously dangerous mission, for which Sulu volunteered after Kirk asked if anybody had combat training.
-->'''Kirk:''' So what type of combat training do you have?\\
'''Sulu:''' Fencing.\\
'''Kirk:''' [Long, epic OhCrap face]
** Subverted when the fight actually starts, because it turns out that Sulu brought his sword. And is quite good with it.
** A particularly heartbreaking example is the look on George Kirk's face when he sees that the autopilot function is offline.
** At the end of the movie, [[spoiler:when [[TheDragon Ayel]] lets Jim repeat what he was trying to say while Ayel was strangling him: "I got your gun." The look on Ayel's face a second later...]]
** And when Nero thinks he has Spock behind the 8-ball:
-->'''Nero''': ''[confused]'' What's he doing?\\
''[five seconds later]''[[note]]Nero realizes Spock is about to [[RammingAlwaysWorks ram]] the ''Jellyfish'' into Nero's ship and use its Red Matter to create a black hole[[/note]]: ''[[http://img.photobucket.com/albums/v337/skandha/star-trek-nero-ohcrap.jpg FIRE EVERYTHING!!]]''
* In ''Literature/TheChroniclesOfNarnia: Film/PrinceCaspian'', King Miraz's death is an Oh Crap moment for the good guys. [[spoiler:They think they have defeated the Telmarines, and then an adviser stabs Miraz with one of Susan's arrows, giving the Telmarines justification for attacking.]]
** And prior to that, in ''The Chronicles Of Narnia: Film/TheLionTheWitchAndTheWardrobe'', the White Witch gets a lovely OhCrap moment just before Aslan jumps her in mid-battle and eats her face off. Luckily, it's not shown on camera.
*** The 1979 animated version has the White Witch not only give an "Oh, crap!" face, but she feebly drops her dagger, too.
* ''Film/TheFifthElement'', Zorg after disarming the bomb that he previously set, and just disarmed with five seconds to spare, sees that ''another'' bomb is going to go off in two seconds right in his face.
** His reaction is surprisingly subdued, though perhaps mostly because he didn't have time to say anything much. Zorg tensely creeps up to the bomb he himself set in the Diva's suite aboard the luxury liner (before he left the first time), and manages to swipe the code card through the bomb's slot to disarm it with five seconds left. He steps back relieved as it works. Just then a second bomb (set by the Mangalores in case of their defeat) pops up and completes the countdown, "... for the honor." Zorg's reaction: "... Oh, no."
** There was a scene shortly before then (when Zorg's ship was flying away from the luxury liner), where he grabbed the case that he thought contained the stones he was looking for, opened it up, and then broke out in a hysterical EvilLaugh that turned into a tearful VillainousBreakdown as he closed it and sobbed, "... they're not here." ...made more entertaining by the fact that this is the ''second'' time he's been unexpectedly foiled in this manner.
* At the end of ''Film/TheLostBoys'', [[spoiler:The Head Vampire as Grandpa commits his act of CarFu.]]
* In ''Film/{{Equilibrium}}'', in the Father scene near the end of the movie, the moment the polygraph flat-lines has the operator actually saying "Oh... SHIT!" just before Preston delivers his "Not without incident" line and [[spoiler:goes into TranquilFury mode, killing everyone else in the room, and going after [=DuPont=], gunning down every single [[FacelessGoons Faceless Goon]] in his way]].
** An even bigger impact when you realize that the plot of the movie is about government suppression of all sorts of emotions. The polygraph flat lining means Preston has naturally achieved a perfect representation of this task and it invokes an emotional response (fear) out of his tormentors who were trying to force the state artificially.
* ''Film/SpiderManTrilogy'':
** In the first ''Film/SpiderMan1'' movie, ComicBook/NormanOsborn has one of these about one second [[HoistByHisOwnPetard before his hovercraft crashes]] [[ImpaledWithExtremePrejudice into him]]. He only has time for "Oh".
** Nice group OhCrap in the sequel, as a crowd of New-Yorkers watches their imminent death hurtle toward them in the form of a tumbling police cruiser.
* At the end of ''Film/TheAmazingSpiderMan'' the Lizard is looking up at the cloud of gas descending on New York City. His eager expression changes into one of OhCrap when he realizes [[spoiler:the Ganali device launched the antidote, not the serum.]] There is a close-up on his face [[WideEyesAndShrunkenIrises as his eyes widen and his pupils shrink to dots]] [[spoiler:before he loses his grip and plummets down.]]
* ''Film/SweeneyToddTheDemonBarberOfFleetStreet'': Judge Turpin gets one of these upon [[NoDoubtTheYearsHaveChangedMe learning exactly who the title character is]], just before [[spoiler:Sweeney takes final and ''very'' bloody vengeance upon him]].
** Benjamin Barker?!
*** BENJAMIN BARKER!!!
** In addition, Sweeney himself gets one earlier on when Pirelli reveals that he recognizes him from the old days.
* ''Franchise/PiratesOfTheCaribbean'':
** In ''Film/PiratesOfTheCaribbeanTheCurseOfTheBlackPearl'', Barbossa's expression upon realising he's about to die is pretty comical, if you're in a cruel mood ("I feel... cold.")
** In ''Film/PiratesOfTheCaribbeanDeadMansChest'', when Jack finds himself surrounded by hungry natives, he gives a dry, "Oh, bugger."
*** In the same movie, the Flying Dutchman pulls out the Gatling gun cannons and aims them at the Black Pearl, and Jack goes from elated Davy Jones-mockery to 'oh, not good' ''very quickly''.
--->''Jack'': [''quiet voice''] Hard to starboard.
*** Likewise, Bootstrap's realizing that he was fighting over control of the mooring line with his son upon the ''Flying Dutchman''.
** ''Film/PiratesOfTheCaribbeanAtWorldsEnd'', when [[spoiler:[[SmugSnake Beckett]] realizes that the ''Black Pearl'' and ''Flying Dutchman'' have teamed up to take down none other than HIM. Cue VillainousBreakdown]].
*** Jack's face when [[spoiler: [[BigBad Davy Jones stabs Will]]]] should have been the picture for this trope.
*** A minor example, but just ''watch'' Jack's expression change during ''At World's End'' when Barbossa calls for Captain Teague.
*** A non-violent OhCrap moment occurs in the same film, when Jack Sparrow votes Elizabeth for Pirate King and the other captains are dumbfounded by how he's A) upset their expectations and B) committed them to fight the Royal Navy.
*** The huge group OhCrap when the combined pirate fleet sees just how many ships the Royal Navy has. Followed by some nasty looks directed at Sparrow by the crew.
--->''[Single Royal Navy ship seen through the fog]''\\
''[Pirates cheer in defiance]''\\
''[Dozens more Royal Navy ships appear in the fog]''\\
'''[[[ChirpingCrickets Oh crap...]]]'''
** From ''Film/PiratesOfTheCaribbeanOnStrangerTides'', after winning a battle with Blackbeard's men, Jack proclaims, "We've taken the ship!". Then Blackbeard emerges from his cabin.
*** When Jack Sparrow looks out at the water to see a massive swarm of mermaids swimming towards everyone.
*** Blackbeard upon being told he drank from the wrong chalice.
* In the censored version of ''Film/BackToTheFuture'', young Biff Tannen actually says it, before crashing into a truck of... well, crap. In the uncut version he says "SHIIIIIT!"
** Doc gets one in the first film when the terrorists he stole the plutonium from track him down. [[http://www.youtube.com/watch?v=b68FvBphfaQ As does Marty.]]
-->'''Doc:''' Oh my God…they found me, I don't know how, but they found me. RUN FOR IT, MARTY!
*** Doc also gets one when the cable he's connecting to the Clock Tower gets caught in a tree and becomes unplugged - MINUTES before the lightning is due to strike.
* It's a bit hard to tell because he speaks in about as fast and high-pitched a voice as Alvin and the Chipmunks, but Frenzy squeaks "Ohshit" in ''Film/{{Transformers}}'' right before his own bandsaw comes around and cuts him in half.
** "IT'S STARSCREAM!"
** "Shit! It's a [[AlwaysChaoticEvil Decepti-]] [[SubvertedTrope Oh,]] [[DefectorFromDecadence wait....]]"
* Tristar's 1998 ''Film/{{Godzilla|1998}}'', after [[FanNickname GINO]] finds out his kids have kicked the bucket.
-->'''Nick:''' He looks angry.\\
'''Audrey:''' Ahh...\\
'''Animal:''' Wh-wh-what do we do?\\
'''Phillipe:''' ''Running'' would be a good idea.
** Franchise/{{Godzilla}} movies has this in effect, as well as other Toho films. You know it's an OhCrap moment when a monster is bent on destroying a major city.
** ''Film/{{Godzilla 2014}}''. Considering it's a Godzilla movie, expect it to be everywhere.\\\
One that stands out in particular is the realization by Serizawa and company that the female MUTO has awakened.\\\
When the male Muto sees Godzilla for the first time in Honolulu, he actually looks scared and promptly starts to flee.\\\
Ford and Morales' first view of the Nevada MUTO indicates what the viewers were told earlier: she's female. The OhCrap comes from the fact that [[spoiler: she's heavily pregnant with thousands of active baby MUTO embryos. A lesser version occurs when they get to San Francisco and she oviposits the eggs in the nest, implying that even if the two are stopped, the world will be ''overrun'' with baby [=MUTOs=].]]\\\
The principle moment of this is [[spoiler: When the [=FemMuto=] is mourning her lost babies...then sees Ford.]]
* This is Film/{{Hellboy}}'s catchphrase, [[http://exterminatusnow.comicgenesis.com/d/20080906.html as can be seen, hilariously, in this Exterminatus Now webcomic]].
* In ''Film/TheMask'', the eponymous character responds to a show of weaponry from the gang of mooks by pulling a [[HyperspaceArsenal double-fisted arsenal of every ranged weapon known to modern man from behind his back]]. There is a startled {{beat}}, in which one could hear the phrase in question echoing in everyone's mind, followed by a ''wave'' of {{Dramatic Gun Cock}}s.
** Subverted. Right after all the mooks run screaming for their lives, the Mask pulls the trigger, and [[BANGFlagGun a bunch of red flags pop out of the gun barrels, all saying "BANG!"]] The hero chuckles in that delightfully demented way of his.
** Then there's earlier: "Time to show what you're really made of." *click* "Crap."
** "And last but not least, my favorite, a [[MuggingTheMonster TOMMY GUN!]]"
** Don't forget the [[WildTake great expression]] the Mask gives when he spends 30 seconds sealing a door from two cops, turns around, and sees 30 cops with weapons pointed at him.
* ''Film/WhoFramedRogerRabbit'': [[spoiler:Judge Doom]], just before getting hit with a [[spoiler:high-pressure blast of Dip.]] The fact that [[spoiler:he's a Toon]] means that he can ''really'' stretch his eyeballs in surprise.
** Eddie Valiant had a few himself, notably when he opened "The Spare" WesternAnimation/BugsBunny gave him, and when he was pinned to a Drum Barrel by a magnet [[spoiler:with Doom going towards him with a steamroller]]. And, there's his reaction when Doom reveals his true identity to him.
** Roger himself gets one when he grabs Baby Herman and realizes that he has let go of the refrigerator ''he was holding over his hea'' -- CRASH!
*** That was just part of the script; Roger was a brilliant actor. Up until the birds appear seconds later (they're supposed to be stars).
** The weasels when they see they're about to crash head-on into the police on motorcycles, causing the three front drivers to do an EyeTake that fills the windshield.
* The revelation that the title [[AttackOfTheFiftyFootWhatever character]] of ''Film/{{Gorgo}}'' is just a baby. And [[MonsterIsAMommy his mom]] [[MamaBear is coming to pick him up.]]
* Harry Powell, in ''Film/TheNightOfTheHunter'', upon having a gun pointed at him by Mrs. Hooper.
* The second half of ''Film/{{M}}''. Especially in the film's [[http://www.britannica.com/blogs/wp-content/uploads/2008/03/image-5.jpeg most famous shot]].
* The lead-up to the lobby shootout in ''Film/TheMatrix''. *Metal detector goes off* "Please remove any metallic items you might be carrying: keys, loose change..." Cue Neo opening his coat to reveal the dozen or so guns strapped to his body. "Holy SHIT!"
** In the same movie, there's a scene where the villainous Smith, in the middle of torturing Morpheus, watches helplessly as [[BigDamnGunship an attack helicopter]] rises into view just outside the window, Neo beginning the mounted minigun's warm-up spin. Smith's reaction? Gritting his teeth and saying "''No.''"
** He gets another in Revolutions, after assimilating Neo. It's hard to tell if it's just the torrential rain or if [[VillainousBreakdown he's actually crying]].
--> "No, it's not fair..."
** And there's also Neo's reaction early in the first movie to the fact that the Agents are coming for him.
-->'''Neo:''' Oh ''shit.''\\
'''Morpheus:''' [[FearIsTheAppropriateResponse Yes.]]
* Commodus has one of these in ''Film/{{Gladiator}}'', when Maximus reveals himself.
* ''Film/BigTroubleInLittleChina'': Jack Burton screws up a lot, but it was after he threw his knife (and only weapon) at BigBad Lo Pan and ''doesn't even come close'' that warrants his Oh Crap reaction. Subverted [[spoiler:almost immediately after, when Lo Pan throws the knife back at Jack. Jack catches it and instantly snaps it back at the villain, putting it right between his eyes!]] "It's all in the reflexes."
* [[spoiler:Audrey II]] near the end of ''Film/LittleShopOfHorrors'' (1986 version): [[spoiler:"Oh shit!" right before Seymour electrocutes/blows it up. R.I.P., Levi Stubbs.]]
* In ''Film/TheMummyReturns'', Ardeth Bay's group of Medjai have just won a hard-fought battle with the Army of Anubis when they see a massive group of reinforcements charging across the dunes to finish them off.
** Oh no, they're not reinforcements. They're the actual army. The Anubis warriors the Medjai barely defeated was the ''first wave''.
** Earlier in that same movie, the blimp that the heroes are riding on runs out of gas seconds before the giant tidal wave that Imhotep created catches up to them.
--> Blimp pilot: "Well, that's not good."
** This is also the reaction that practically every other character in both of the first two movies has when they encounter the newly resurrected Imhotep for the first time and/or when they witness him using any of his supernatural abilities.
* In ''Film/KungFuHustle'', the reaction of [[spoiler:the Beast when he realises that the heroes are about to channel the "Lion's Roar" ability of the Landlady through a funeral bell turned massive megaphone. Cue room exploding in to debris.]]
* In 2008's ''Film/TheIncredibleHulk'', Bruce jumps out of a helicopter expecting to transform into the Hulk. We see him falling with his eyes closed, concentrating, then he opens them to find nothing changed and... "Oh, ''[[CurseCutShort sh--" (falls)]]''
** There's a similar scene in ''Film/VanHelsing'', where Mr. Hyde is falling to his death from the cathedral. In midair, he reverts to Dr. Jekyll, who has long enough to realize what's happening before he hits the ground. Classic bug-eyed OhCrap moment.
* The end of every single one of the ''Franchise/{{Saw}}'' movies.
* Every five minutes in the ''Film/RushHour'' series. Some of the best include Carter and Lee spotting [[spoiler:a brown package and mistaking it for a bomb, and their efforts to ensure it doesn't hurt anyone]] in Rush Hour 2, and Carter's face when he realises that he's not trying to intimidate a seven-year old karate student but [[spoiler:Sun Mingming, that giant Chinese basketballer (he's 7ft 9in!)]] in Rush Hour 3.
* ''Film/{{Dogma}}'' has two notable moments, first when Azrael makes the mistake of giving Silent Bob a free shot at him ("But... I'm a fucking demon..."), and second when Bartleby comes ''this'' close to entering the church only for the doors to the Church to open by themselves to reveal Metatron and God standing there.
* Creator/LeonardoDiCaprio in Creator/BazLuhrmann's ''Film/WilliamShakespearesRomeoAndJuliet'' has some of the best Oh Crap moments. Particularly at the end when [[spoiler:Romeo realizes Juliet is still alive right ''after'' taking the poison]].[[note]]Yes, the spoiler space is reasonable. The play is over 400 years old, but this doesn't happen in the play.[[/note]]
* ''Film/TheHuntForRedOctober'': "You arrogant ass, you've killed us!"
* ''Film/PhoneBooth'' practically makes a fetish out of these moments. When the hero realizes the bad guy knows who he is... when he finds the gun... etcetera, etcetera... [[spoiler:The end where he discovers that the bad guy wasn't shot and killed after all and he can't do jack because he's just been drugged and carried away in an ambulance as Keith Sutherland's awesome voice tells him "Good show, loser." and he's struggling to try and protest...]]
* In the 2004 live-action version of ''Anime/NeoHumanCasshern'', there are a ''lot'' of these, but probably the most epic one is when Casshern sees into Burai's memories and discovers [[spoiler: the woman he executed to keep a fellow soldier from being killed for refusing to do it, back when he was originally Tetsuya, was Burai's wife.]]
* ''Film/GalaxyQuest'': Jason Nesmith's reaction to the ''real'' Grignak:
-->'''Jason:''' ''(small voice)'' ... Oh, darn.
** As well as General Sarris' reaction in this scene:
--->'''Sarris:''' You fool! You fail to realize that with your armor gone, my ship will tear through yours like tissue paper!\\
'''Jason:''' [[spoiler:And what you fail to realize is that MY ship is dragging mines!]]
* ''Film/HappyGilmore''. Shooter [=McGavin=] is being heckled by a fan, who points out that Gilmore hit a much longer drive earlier in the day. He turns to face the heckler, only to find that he's played by 8 feet tall Richard Kiel.
** "Well, moron, good for Happy Gilm-- OH MY GOD!!!
** Later on, after Shooter taunts the same man.
*** "And you can count, on me, meeting you, in the parking lot"
* ''Film/TheSumOfAllFears'': The look on MorganFreeman's face is priceless when he realizes [[spoiler:there is a nuclear bomb at the Super Bowl. Where he happens to be. Along with the President. And ''60,000'' people. And the camera shows as many of those 60,000 people it can.]]
* ''Film/HotFuzz'': "... oh God no."
* At the end of film, Film/{{Fletch}} becomes aware of his miscalculation:
-->'''Fletch:''' Oops!\\
'''Female Love interest and wife of the villain:''' What do you mean, "Oops"? Don't say "Oops"!
* ''Film/EventHorizon'', when Smith finally discovers the bomb that the deranged Doctor Weir has planted aboard his ship, and finds that it will detonate in five seconds. Smith gapes in horror... and then gently closes his eyes.
** DJ, upon realizing that Doctor Weir is standing right behind him, [[EyeScream minus his eyeballs.]]
* ''Franchise/{{Terminator}}'':
** Towards the end of ''Film/TheTerminator'', Kyle Reese has just [[StuffBlowingUp blown up the Terminator's truck]], and he, Sarah Connor, and the audience are led to believe that this is the end of the dreaded cyborg. However, [[spoiler:just as our heroes collapse into each other's arms in relief, the pile of [[EldritchAbomination flaming wreckage behind them starts to move]], and the Terminator, now a skinless metal endoskeleton, [[OutOfTheInferno rises from the ashes.]]]] The look on Kyle's face says it all.
** In ''Film/Terminator2JudgmentDay'', John Connor escapes from the T-1000 chasing him on his dirt bike, then stops and looks back, thinking it's over. [[spoiler:His expression quickly turns to "Oh, crap" an instant before the aforementioned T-1000 comes crashing through the guardrail of a nearby overpass in a stolen big rig tow truck.]]
*** The aforementioned T-1000 gets one of these [[spoiler:an instant before the grenade the T-101 just fired into its chest explodes; this grenade ultimately causes its death.]]
*** Sarah Connor gets an incredible "Oh crap" moment when she first meets T-101 in the mental hospital [[spoiler:not knowing about his HeelFaceTurn]].
** In ''Film/Terminator3RiseOfTheMachines'', [[spoiler:the cemetery scene has two, the first one is Kate Brewster after shooting the Terminator in the face and seeing him catch the bullet, not with his teeth, but by ''letting it hit the back of his throat''. The second is the bit after where the police counsellor recognizes the large man with sunglasses and a tendency to [[ImmuneToBullets ignore the police]].]]
*** The T-X gets one herself when she realizes that [[spoiler:the T-850 dropped her demolition crane's wrecking ball into the sewer and she just ran out of cable at top speed.]]
** In ''Film/TerminatorSalvation'', Kate Connor and Blair Williams share an Oh Crap moment as they realize who -- or ''what'' -- Kate has on her operating table.
* At the end of ''Film/UnderSiege'' Commander Krill has a perfect "oh crap" when he looks through the periscope of the escaping sub and realises he's about to get a battleship shell to the face.
* Ra has one at the end of ''Film/{{Stargate}}'', when [[spoiler:it realises the thing coming through the teleporter is a nuke]].
* Go watch ''Film/TheChroniclesOfRiddick'' and look at the Lord Marshal's face just before his last moment alive.
** Bonus points since he's actually doing it in two places at once.
* ''Film/JurassicPark'' provides the trope image when the [[TyrannosaurusRex T. rex]] is charging at the outhouse where [[AmoralAttorney Donald]] [[DirtyCoward Genarro]] is hiding, one second before it comes crashing down. And that's just one of ''many''.
** When the familiar sound of some [[BadVibrations heavy footsteps]] reaches his ears, Ian Malcolm has a very calm one: "Anybody hear that? It's a, um...it's an impact tremor, is what it is. I'm fairly alarmed, here."
** Ellie's reaction on first seeing the T-Rex (who is chasing their jeep, no less): "SHIT! SHIT! SHIIIIIIITTTTTT!"
** Just before that there was Ian's classic line: "Must go faster."
* ''Film/TheLostWorldJurassicPark''. They've taken a baby ''T. rex'' back to their trailer to give it a cast for its broken leg. Uh oh, here's its mommy and daddy! They give it back, which is terrifying, but the ''T. rex'' seem content now with their child returned... right?
-->'''Ian Malcolm:''' ... Hang on to something!
** There is also another "Oh crap!" moment in the film 10 minutes later when Eddie Carr does everything in his power, going through every single imaginable hell possible to help his friends who are precariously dangling off the edge of a cliff inside their trailer. He's finally got it all worked out when ''boom'', ''boom''. Cue [[CrowningMusicOfAwesome Crowning Doom Music of Awesome]] as mommy and daddy ''T. rex'' come out of the forests to tear Eddie in two. I guess NoGoodDeedGoesUnpunished.
* In ''Film/JurassicParkIII'', Grant and Eric follow the sound of Mr. Kirby's obnoxious satellite phone ringtone to reunite with the rest of the group. After the initial celebrations, when Eric reveals how they found each other, Mr. Kirby reveals that he doesn't have the phone; it was last in possession of one of the mercs... who was eaten by the Spinosaurus. Cue the big nasty showing up right behind Grant & Eric, the ringing coming from inside its stomach.
* In ''Film/JurassicWorld'', there is a major OhCrap moment when, after Owen, a supervisor and a worker venture into the Indominus rex's paddock after she seemingly disappears from visual and thermal sensors and left claw marks from apparently climbing out and escaping, the program that tracks her implant chip reveals that the Indominus (having [[ItCanThink discovered her ability to change her coloration and alter her own body temperature, as well as deliberately planted the claw marks]]) is ''still in there with the trio''.
** Later in the film, Owen reluctantly agrees with Hoskins to use the Raptor Squad he's been training to track down Indominus. When they get there, all five of the dinosaurs don't immediately attack: instead, they start to ''communicate'', and Owen realizes that the reason they wouldn't tell him what DNA went into engineering Indominus: [[spoiler:she's part ''Velociraptor'', and has just convinced the Raptor Squad to switch sides]]. The result is absolute carnage.
* In ''Film/{{Memento}}'', Leonard (an anterograde amnesiac who relies on tattoos and other NotesToSelf in order to function day-to-day) is talking on the phone when he notices a large bandage on his leg. He continues talking as he absentmindedly peels back the bandage, and he sees that he has a fresh tattoo underneath. The tattoo reads ''NEVER ANSWER THE PHONE!'' The look on Leonard's face is priceless. "Who is this?" <click>
* In ''Film/FreddyVsJason'', Freddy Krueger has quite a bit of fun tormenting an unconscious Jason. When Freddy is dragged into the real world (where he doesn't have control), with a wide awake and pissed off Jason, the look on his face is ''priceless''. He's a bully, and the one thing he's really afraid of is something akin to a fair fight.
** He also gets a few more throughout the end fight, most notably when he finds himself caught on a piece of construction equipment which is dragging him straight towards a thoroughly pissed off Jason.
--->'''Freddy:''' Oh, no. [[LargeHam OOOOOHHHHHHHH]] [[BigNo NOOOOOOO!!!]]
** Freddy earns a few of these himself. When he sends a torrent of water down in front of Jason to stop him, when he replaces his chopped-off arm with ease, and especially when he hacks off Jason's fingers to take his machete, even {{The Juggernaut}} that is Jason is [[DeerInTheHeadlights taken aback]].
** Then there's the expression on his face right before [[Awesome/FreddyVsJason Lori decapitates him]].
** In previous films both Jason and Freddy have had their share of moments. A particularly amusing "Oh Crap" moment from Jason comes in ''Film/FridayThe13thPartVIITheNewBlood'' when Jason realizes the [[MindOverMatter psychic]] FinalGirl is about to bring a roof down on his head... then later right before she sets him on fire.
* The entire cast of ''National Lampoon's Class Reunion'' shared one of these, chorusing "Oh, ''shit!''" when the psychiatrist reveals why their long-ago graduation prank has turned classmate Walter into a homicial maniac.
* ''HedwigAndTheAngryInch'' has a heartbreaking example: the look on Hedwig's face as the Berlin wall falls, and she realizes she gave up ''everything'' she had for nothing.
* The terrorists of ''Film/{{United 93}}'' earn a well-deserved OhCrap when one of their number is {{Zerg Rush}}ed by the passengers.
* Ed Rooney of ''Film/FerrisBuellersDayOff'' gets these frequently and does it all in his facial expressions.
* ''Film/DieHard'', when the terrorists are attacking the SWAT team's armoured car with a rocket launcher, [=McClane=] sends a brick of C4 down the elevator shaft, which subsequently blows up the entire floor the bad guys were on. His reaction to the fireball coming back up the elevator shaft?
-->"OH SHIT!!"
** And also at the very end when [[spoiler:Hans realises he's falling to his death]].
*** Technically an OhCrap for actor [[spoiler:Creator/AlanRickman]], as he was dropped without warning in order to... facilitate [[spoiler:Rickman]]'s acting. [[EnforcedMethodActing Verisimilitude]], and all that.
* In ''Film/BabylonAD'', it happens to Gorsky near the end.
-->[[spoiler:"You need NUKE to kill me!"]]\\
[[spoiler:''*alarms go off inside his tank*'']]\\
[[spoiler:"... Bitch."]]
* The first batch of bad guys in ''Film/{{Taken}}'' get this look when their leader reads the note that Liam Neeson hands him:
-->"By the way, a friend gave me this note, but I can't read Albanian. Could you translate it for me?"\\
"... Good luck."\\
''(pause)'' "... You don't remember me, do you? We spoke on the phone. I told you I'd find you."\\
''(entire group of bad guys gets a collective OhCrap look on their faces)''
** It happens again later on, after [[spoiler:Bryan escapes being choked to death and knocks out the henchmen of the white slavery broker with, amongst other things, fire extinguishers]]. The broker is quite reasonably terrified.
* At the climax of ''Film/TheGoldenChild'', Chandler Jarrell (Creator/EddieMurphy) bursts in on the BigBad, Sardo Numspa, as the latter is preparing for the ritual to slay the titular [[MessianicArchetype messianic]] child. Numspa, finally annoyed to the breaking point, promptly goes OneWingedAngel on him.
-->'''Jarrell:''' ''(opens the door)'' My dear brother Noomsey!\\
'''Numspa:''' ''(roars)''\\
'''Jarrell:''' ''(runs)''
* One of the best lines in ''Film/SinCity'': "[[DelusionsOfEloquence I can only express puzzlement that borders on alarm.]]"
** In "The Big Fat Kill", when Dwight realizes that Jackie Boy is a cop.
** The ending of "The Big Fat Kill" as well, when the corrupt cops realize that [[spoiler: Jackie's head has a live grenade in its mouth]].
** Manute, meanwhile, doesn't lose it even then until he sees [[spoiler:every girl in Old Town on the rooftops, ''loaded for bear'']]. ''"[=McCarthy=], you SHIT!!!"''
* Pvt Hudson's famous breakdown in ''Film/{{Aliens}}'': "That's it man, game over man, game over!"
* In ''Film/SpeedRacer'', just before the "non-ja" is clobbered by Pops, the camera zooms in on Pops' clenched fist, which is decked out with a very large Greco/Roman Wrestling championship ring. His eyes are roughly the size of said ring just before it gets smashed into his face.
** Immediately before that, the non-ja backs up into Pops and the first thing he notices before turning around are that Pops's biceps are bigger than the non-ja's upper torso.
** Royalton has a glorious one when the spearhook is revealed during the final race.
* ''Film/TrueLies'':
** A torturer is about to do his worst on [[Creator/ArnoldSchwarzenegger Harry Tasker]] and his wife. When he invites the agent to say something before he starts, Tasker, doped with TruthSerum, blandly describes how he is going to kill him and the guard. When the torturer asks how is going to do that while handcuffed, Tasker reveals he just got them open. The torturer has a moment to react before Tasker does exactly what he said he was going to do.
** Juno Skinner awakes after having been knocked unconscious by Helen Trasker. Helen is about to be pulled out of the limo by Harry, who is hanging from a helicopter. Juno realises that the bridge has been shot out and that the limo is going to fall into the ocean, and says "oh, SHIT!"
* ''Film/{{Stripes}}'':
** The Eastbloc soldiers have a whole series of OhCrap moments, particularly when the EM-50 starts doing its thing. The poor guard in the tower is particularly memorable.
** Sgt Hulka shouts, "Oh, shit... INCOMING!"
* In ''Film/TheBestLittleWhorehouseInTexas,'' Melvin P. Thorpe (Creator/DomDeLuise) delivers an impassioned and scathing diatribe into a TV camera accusing Sheriff Ed Earl Dodd (Burt Reynolds) of taking bribes to protect a whorehouse and its staff from prosecution. A triumphant smile on his face, he turns to face the sheriff. Cue crap moment.
* The look of the Bird-warriors in ''Film/NightAtTheMuseum: Battle for the Smithsonian'' when [[AttackOfThe50FootWhatever Abraham Lincoln's statue]] enters the fray.
* The remake of ''Film/DeathRace'':
** Warden Hennesey gets a pretty epic one when [[spoiler:Aimes and Machine Gun Joe break off the death track and start heading for freedom.]] "What just happened?" Indeed, ma'am.
** She has one just after [[spoiler:opening the "gift" that Coach sent to her]].
* ''Film/{{Speed}}'':
** Creator/KeanuReeves lets out a "[[PrecisionFStrike Fuck me!]]" when he finds the sophisticated bomb attached to the bus. The man with the cellphone relays this back to the bomb experts as "Oh darn."
** Jeff Daniels' expression when he realizes [[spoiler: he's been lured into a trap at Payne's house]]
* ''Film/AFishCalledWanda'':
** Ken's expression says it all when he [[spoiler: realizes he just revealed the location of the loot to Otto.]]
** An extended one during the whole sequence with Otto trying to talk Ken down while his feet are caught in wet cement and Ken is bearing down on him with a steamroller.
** All present major characters when Wanda gives her condemning testimony when everyone present expected she would give George a solid alibi.
* ''Film/InglouriousBasterds'': The expression on Landa's face when Aldo asks him what he's planning to do with his uniform is priceless.
* ''Film/RoboCop2'': Kane's monitor when [=RoboCop=] rips out the box containing his brain and [[AndShowItToYou is about to smash it]] into the ground.
* ''Film/CasinoRoyale2006'': In the intro scene, a MI6 traitor is about to shoot a unarmed Bond, and pulls the trigger. The loud click of the empty hammer is accompanied by this look on the traitor's face, just as Bond holds up the clip, saying "I know where you keep your gun."
* In ''Film/LicenceToKill'', we get that reaction from Truman-Lodge and Sanchez as they watch one truck tanker full of their cocaine-laden gasoline careening down a hill into another one, right in front of their car.
* In ''Film/{{Goldfinger}}'', James Bond heaves a heavy gold bar at Odd-Job. Odd-Job doesn't even try to avoid it; it bounces off his chest like a marshmallow. Bond's reaction does not express optimism. About a minute later, Bond picks up Odd-Job's famous derby with the sharp steel rim. Now it is Odd-Job's turn to look worried.
** Bond gets one at the end when a gun-wielding Goldfinger shows up on the private plane taking 007 to lunch at the White House. His face just completely crumbles.
* This is the look on Bond's face in ''Film/DiamondsAreForever'' when, after being knocked out by Wint and Kidd, he wakes up to the sound of burners in a retort firing up and the sight of a casket lid directly over him. Cue the flames pouncing on said casket and Bond starting to push on the lid to no avail, wondering how he's going to get out of this one. [[spoiler:Fortunately for him, he already has: he had passed counterfeit diamonds on to Shady Tree, and he figures out (and points out after Shady rescues him from a fiery end) that Shady had passed him $50,000 in funny money. Shady doesn't realize he himself had been double-crossed until he opens the urn and finds [[MemeticMutation PASTE! GLASS!]]]]
* In ''Film/{{Spectre}}'', Hinx says, "Oh shit," right before [[spoiler:a rapidly disappearing cord, weighed down at the other end, yanks him off a train]].
* A great one happens in ''Film/FrostNixon'' when Frost starts his interview with what he intends to be an epic curveball, and Nixon hits it out of the park. The movie then cuts to Jack Brennan commenting on that exact moment:
-->'''Jack:''' Well, in boxing, you know, there's always that first moment, and you see it in the challenger's face. It's that moment that he feels the impact from the champ's first jab. It's kind of a sickening moment, when he realizes that all those months of pep talks and the hype, the psyching yourself up, had been delusional all along. You could see it in Frost's face. If he didn't know the caliber of the man that he was up against before the interview started, he certainly knew it halfway through the President's first answer.
* ''Film/{{Zatoichi|2003}}'': During the final battle of Kitano Takeshi's 2003 reboot of ''Zatoichi''. They are squared off, completely still, facing each other. Zatoichi's opponent visualizes exactly how he is going to kill Zatoichi and lets out an unbearably smug chuckle. At the last moment [[spoiler: Zatoichi changes his grip on his sword.]] His opponent's "Oh shit..." look is perhaps the best in all of film, [[spoiler: after which Zatoichi handily kills him]].
* In the horror flick ''Film/JackFrost1997''. The VillainProtagonist catches sight of a wave of lethal super-coolant surging toward him and deadpans, "This is gonna hurt."
* In the director's cut of ''Film/{{Watchmen}}'', they include the scene where [[spoiler: Hollis Mason is murdered]]. He doesn't go down without a fight, though. He catches the first punch thrown by the thug, and the expression on the thug's face is priceless. And then [[spoiler: Hollis]] has one as the thug is about to kill him.
** [[spoiler: Veidt's face as Doc Manhattan reassembles, 'I'm very disappointed in you Adrien.]] It is absolutely priceless.
* ''Film/{{Westworld}}'':
-->'''John:''' I'm shot!
-->'''Peter:''' What?
-->'''John:''' I'm shot! (falls to the ground, dead)
-->'''Peter:''' (looking at the Gunslinger robot) Oh, my God.
* ''Film/DrStrangelove, or How I Learned to Stop Worrying and Love the Bomb'': General Buck Turgidson's usual role is to reassure his President that the bombers under his command can succeed in their missions of nuking the Commies. When asked whether the Leper Colony has a chance of getting through the Soviet air defenses, he enthusiastically describes the abilities of the plane, the ineptitude of the Soviet defenders, so do they have a chance? HELL YE-[[spoiler: realization dawns that the conversation of the day had been that if even one plane gets through, the Soviet DoomsdayDevice will detonate and sterilize the Earth.]]
** Early in the film, Group Captain Mandrake goes to tell General Ripper the alert they're under is a false alarm and that he should recall the bombers, concluding Ripper sent out unauthorized attack orders even as he's talking.
* In ''Gun Crazy: A Woman From Nowhere'', the BigBad's goons dig up the briefcase with the money they are after and open it... only to discover that, along with the money, there is a large amount of explosives inside.
* ''Film/TheLovelyBones'' has a particularly effective moment when Susie says to Mr. Harvey that she needs to go home, and then he responds by telling her to "be polite." The look on her face drives it home in that she now knows just how much trouble she's in.
* ''[[Literature/{{Twilight}} The Twilight Saga: Eclipse]]'' counts too. During the climactic battle scene while the rogue gang of misled vampires is charging toward the coven they believe is outnumbered two to one, only to see nine large wolves bounding out of the forest and leaping toward them. To say they were surprised is an understatement.
* ''Film/{{Titanic 1997}}'', from both Captain Smith and Mr. Ismay:
-->'''Mr. Andrews:''' The pumps will buy you time, but minutes only. From this moment on, no matter what we do, Titanic will founder.
-->'''Mr. Ismay:''' ''(aghast)'' [[ArtisticLicenseEngineering But this ship can't sink!]]
-->'''Mr. Andrews:''' [[WhatAnIdiot She's made of iron, sir.]] I assure you, she can. And she ''will.'' It is a mathematical certainty.
-->'''Captain Smith:''' How much time?
-->'''Mr. Andrews:''' ''(looks at the blueprints, counts)'' An hour...two at most.
-->'''Captain Smith:''' And how many onboard, Mr. Murdoch?
-->'''First Officer Murdoch:''' 2,200 souls onboard, sir.
-->'''Captain Smith:''' [[IronicEcho Well, I believe you may get your headlines, Mr. Ismay.]]
** "ICEBERG, RIGHT AHEAD!"
** The reaction of every crew member after the iceberg is spotted. Within mere seconds, their faces transform from mildly bored or entertained to absolutely horrified once they realize ''why'' the ship needs to be turned "hard to starboard". And then there's Thomas Andrews' and everyone else's facial expressions when they feel the whole ship shaking...
** When Rose remembers what Mr. Andrews told her earlier about the number of lifeboats while he is telling her that the ship is, in fact, sinking.
** Cal's expression when the first funnel starts to collapse. He can clearly see dozens of passengers swimming in the water right in front of it and he knows what's about to happen to them.
** [[http://www.wearysloth.com/Gallery/ActorsE/5333-23805.gif This]] image of Benjamin Guggenheim [[note]]who was willing to go down with the Titanic[[/note]] witnessing the water rise within the ship as it is sinking.
* ''Film/LettersFromIwoJima'', when Saigo is sent outside to empty the latrine bucket and discovers the entire ocean covered with U.S. Navy warships from horizon to horizon as far as the eye can see.
* In ''Film/TheChinaSyndrome'', the look of terror on Jack Lemmon's face when his character taps the water level indicator and they realize that the level of the coolant water is not exactly where it should be.
* ''Film/Piranha3D'': [[spoiler: They're the ''babies''.]]
* Played well by Noah Volsen in ''Film/TheBourneUltimatum'' when he realizes [[spoiler: Jason is currently in his office, within arms reach of the documents that will put him in prison]].
* In ''Film/MysteryMen'' [[BigBad Casanova Frankenstein]] is kicking Mr. Furious's ass until the following exchange:
-->'''Furious:''' "[[CatchPhrase Rage... taking over...]]
-->'''Frankenstein:''' "Ya, ya, ya. We've heard all that before."
-->'''Furious:''' "No, no, no... RAGE... REALLY TAKING OVER..."
-->'''Frankenstein''': (OhCrap)
* In ''Film/BarryLyndon'', when Lord Bulington's shaking hands inadvertently discharge his dueling pistol before he gets an aim, spoiling his having first shot on his much hated stepfather.
* In the ''RockyAndBullwinkle'' movie, Fearless Leader has zombified most of the United State by now. He is monologuing about his plans for world domination. Then Boris and Natasha cry out in unison: "FEARLESS LEADER, MOOSE IS LOOSE!"
* ''Film/{{Tombstone}}'' has a few. One occurs early in Wyatt Earp's ride of vengeance when he finds some Cowboys in an opium tent. [[spoiler: He lays the barrel of his revolver on a table and an opium-besotted Cowboy puts it in his mouth, thinking it's a pipe. Boom.]] Another occurs near the end of the movie when Johnny Ringo thinks he's confronting Wyatt. [[CatchPhrase "I'm your huckleberry."]] (He's not.)
-->'''Holliday''': "'Play for blood,' remember?"
-->'''Ringo''': "Oh that. I was just foolin' about."
-->'''Holliday''': "I wasn't."
-->'''Ringo''': o___o
* ''Film/RobinHoodPrinceOfThieves'': After successfully defending the forest hideout from hired thugs, Robin Hood glances over to the Nottingham soldiers in the distance... with [[ArrowsOnFire flaming arrows]] and trebuchets! He simply says "My God" in sheer terror - from then on he is no longer fighting and is simply trying to rescue his fellow men.
* ''Film/{{Snatch}}'' has a famous scene where a trio of bumbling wannabe gangsters try to intimidate Bullet Tooth Tony (the most badass ImplacableMan in London's underworld) with fake guns. Tony calmly sits back in his chair, tells them that he knows perfectly well that their guns are fake, then pulls out his HandCannon Desert Eagle. The close up on their faces is ''[[http://www.youtube.com/watch?v=uR5jufwSqm8 priceless]]''.
* ''Film/XMenFilmSeries'':
** ''Film/XMen1'': Senator Kelly freaks out when his assistant Henry Guyrich turns into Mystique.
** ''Film/X2XMenUnited'':
*** "I used to think you were one of a kind, Wolverine. I was wrong."
--->'''Wolverine:''' ''(as Deathstrike whips out her claws)'' Holy shit.
*** Followed by another one a second later, as he realizes Deathstrike also shares his HealingFactor.
*** Magneto and Mystique have the smiles wiped right off their faces when Rogue, furious at their teasing about the white stripes in her hair (which they are directly responsible for), gives them a DeathGlare as she starts to pull off a glove.
** ''Film/XMenOriginsWolverine'':
*** Wolverine has one during his climactic fight against Deadpool when it's revealed that Deadpool has teleporting powers.
*** Zero sports an ''epic'' one when he tries to shoot a bullet into Logan's head to (temporarily) take him out--which would have worked if he had normal human bones--just to bounce off his now indestructible skull, and Logan just growls.
** ''Film/XMenFirstClass'':
*** The faces of the Nazis in Argentina when Erik reveals his numbered tattoo.
*** Charles' expression when he accidentally outs Hank as a mutant.
*** Frequently by humans when they see mutant powers in action.
*** ''Everyone'' on the Submarine has this reaction [[spoiler:when Magneto raises it out of the ocean]].
*** [[spoiler:The look on Shaw's face when he realizes that Magneto isn't going to join him right after letting his guard down.]]
*** For any audience member who knows [[ThoseWackyNazis what made it famous]], the moment when the last line in [[spoiler:Charles's 'please don't kill those people' speech to Erik is [[JustFollowingOrders "they were just following orders."]]]]
*** Erik's expression when [[spoiler:he deflects a bullet right into Charles' spine]].
** ''Film/TheWolverine'':
*** Not said, but it's clearly written on Harada's face when he sees Wolverine's regained his healing powers.
*** In TheStinger [[spoiler:when Logan sees everything metal start to vibrate]].
** ''Film/XMenDaysOfFuturePast'':
*** Hank is very alarmed when Magneto points a gun in [[spoiler:Mystique's direction, with Charles standing directly in the line of fire]].
*** Beast panics when he notices how many people are staring at his blue, furry form after his brawl with Magneto.
*** Past Charles has a moment of terror when he realizes that a very large piece of falling debris will crush him to death unless he gets out of its way.
** ''Film/XMenApocalypse'':
*** This is Nightcrawler's reaction when he's unceremoniously dumped into a cage match surrounded by a large crowd of humans who are hollering for mutant blood to be spilled.
*** Charles and Jean share this expression when they both experience her visions of a global catastrophe.
*** One of the workers at the steel mill takes a hard gulp when a vengeful Magneto shows up at the factory after escaping from the authorities.
*** Moira is more than a little startled when Xavier activates Cerebro.
*** Professor X utters "Oh my god" after Apocalypse [[spoiler:hijacks Cerebro]].
*** [[https://www.youtube.com/watch?v=XvXxwUiZ3yQ Apocalypse creepily tells Xavier,]] "I'm here for you, Charles," which freaks out the telepath.
*** Charles' [[BlackEyesOfEvil irises and pupils go pitch black]] while using Cerebro as he proclaims in both awe and fear, "I've never felt power like this before."
*** Scott panics when he realizes that there's nothing left of the mansion but rubble.
*** Mystique's reaction when the leader of the supposed rescue team after the school blows up turns out to be Stryker.
*** The default expression of any soldier [[spoiler:when he's face-to-face with a brainwashed Wolverine]].
*** Storm is very frightened when she's about to be crushed by a car.
*** Professor X is understandably scared out of his mind throughout the [[spoiler:GrandTheftMe procedure]].
*** This is written all over Archangel's face seconds before [[spoiler:the jet smashes into the ground]].
*** [[spoiler:After being rescued by the X-Men,]] Charles tries to rest and recover from his trauma, but his head snaps back upright in horror when he hears En Sabah Nur roar out his name.
*** Quicksilver knows he's in ''deep trouble'' when [[spoiler:Apocalypse traps his foot inside the ground, which prevents Peter from using his SuperSpeed. It gets worse when Apocalypse twists his arm, breaks his leg and then exposes his neck to Psylocke's katana.]]
*** Xavier is already very alarmed when he can detect through his telepathy that [[spoiler:Quicksilver has been seriously injured by Apocalypse]], but Charles ''breaks down'' when Raven is being slowly strangled to death.
*** Mystique's terror when Apocalypse suddenly grabs her neck and begins choking her.
*** During a psychic battle, Xavier tries to punch Apocalypse, who easily blocks him; the latter then alters his body so that he's ''gigantic'', and he easily crushes his now smaller opponent.
* ''Film/VForVendetta'' features an agent of Norsefire shooting a young girl we see a lot throughout the film, caught wearing a Guy Fawkes mask and spraying graffiti. Other citizens see him holding the gun, approaching him slowly as he raises his "Norsefire" badge and tries to reason with them...we get to see the look on his face [[GoryDiscretionShot just before it has a meeting with a spade]].
** Creedy gets one shortly before V strangles him near the end of the film, after V (who has just been shot approximately 700 times) has annihilated all of his men with ''knives'' before they could manage to reload. The look on his face as he backs away from the advancing V, his bullets having no effect whatsoever, is one of sheer terror and incredulity. Then he runs out of bullets, and V's not stopping. Cue OhCrap face.
*** Even better, because V had told him this was precisely what was going to happen.
* At the end of ''Film/TheThreeMusketeers1993'', Gerard finally manages to track down d'Artagnan and challenge him to a duel, only to find that he not only has to fight d'Artagnan, but an army of Musketeers.
** "Forgive me Father, for I will sin. ''One night, I will come for you.''"
* ''Film/{{Jabberwocky}}'': In the opening sequence the poacher starts hearing some fairly alarming noises, getting increasingly anxious and looking around him. When he finally looks up, he clearly realises what it is that's making those noises.
* ''Film/TopGun'': Holy shit, it's Viper!
** During the opening minutes of the final dogfight scene, Slider (Iceman's copilot) has one when the number of enemy planes on his radar goes from 2 to 4 (a trick they showed early in the film), and another when it jumps again:
-->'''Slider''': WRONG! '''FIVE!'''
** Merlin has one in this same fight when Maverick reveals his strategy for dealing with the bogey on their tail:
-->'''Maverick''': I'm bringing him in closer, Merlin.
-->'''Merlin''': You're gonna do '''WHAT!?'''
* König in ''Film/EnemyAtTheGates'', when he realizes he's fallen into Zaitsev's trap
* At the end of the Tom Selleck movie ''Film/AnInnocentMan'', when the DirtyCop's who framed Selleck's character are jailed themselves, the F. Murray Abraham character (a lifer) says to them as they are entering the prison (in front of all the other inmates), "Hello, Officers." The looks on the cops' faces are OhCrap, as prisoners don't like dirty cops very much.
* In ''Film/{{Holes}}'', when Armpit is asking for a pen and paper, the deputy recognizes Mr. Sir as a criminal. Que the following conversation.
-->'''Deputy:''' Marion Sevillo.
-->'''Mr. Sir:''' (''stops dead in his tracks'') Oh, crap.
* Peter Jackson's remake of ''Film/KingKong2005'':
** When Anne tries to hide from a giant predator in a tree log, the giant centipedes inside scare her enough that she runs away... only to realize that she's now in the line of sight of a TyrannosaurusRex descendant.
** At the theater, Kong notices Jack Driscoll, and stops his rampage and stares at him long enough for both of them to realize that Kong ''remembers'' Jack...and the last thing he saw Jack do was take his beloved Ann away from him. Cue epic Oh, Crap and subsequent UnstoppableRage.
* In ''Film/TransformersDarkOfTheMoon'', Ironhide (and all the other Autobots and humans present) have this reaction when Sentinel Prime announces that he has defected to the Decepticon side and punctuates it by promptly shooting Ironhide in the back. Ironhide has a second, much more tragic OhCrap moment a minute later when he sees the massive hole in his chest and his own hand disintegrating and realizes exactly what Sentinel has just shot him with.
* The US President, at the end of ''Film/EscapeFromNewYork'', about to play the tape with his message for the conference. Cue epic OhCrap expression when he discovers [[spoiler: that Snake Plissken's switched the tape for Cabbie's and thus he is regaling the other politicians with "Bandstand Boogie"]].
* In ''Film/TheLongestDay,'' a German lookout officer on the morning of the Normandy landings is sweeping the coast with his binoculars, thinking that today is just going to be another day. One Allied bombardment and sheer panicked expression later, his report to High Command is all but incomprehensible, ending with his insistence that this massive number of ships the Allies can't possibly have (according to German High Command)? "They've got them!"
** There is also a scene similar to the one in ''Letters from Iwo Jima'' with Gert Fröbe as a German soldier bringing breakfast to a post on the Normandy coast, and as he turns around a corner he suddenly sees the Allied invasion fleet. He just has time for a long take, and then the fleet opens fire.
* A hilarious one in ''Film/HarryPotterAndTheChamberOfSecrets'': when Ron and Harry realize [[spoiler: the Hogwarts Express is on the tracks right behind them.]] Even [[LoyalAnimalCompanion Hedwig]] gets in on the fun, gawking at the sight of the train... about to hit the car from behind... when she is sitting IN A CAGE ON THE BACK SEAT!
** Voldemort's face in Harry Potter and the Deathly Hallows Part 2 after he discovers that [[spoiler: Harry isn't dead]].
** And Snape's expression pales considerably after Voldemort says that [[spoiler: the [[InfinityPlusOneSword Elder Wand]] belongs to the wizard who killed the previous owner, in this case Dumbledore and since [[ItWasHisSled Snape killed Dumbledore]]...]]
** Ron gets a truly beautiful one that doubles as a ScrewThisImOuttaHere in ''Deathly Hallows Part 2'' during the Room of Requirement fight scene. Ron furiously chases after Malfoy and his thugs after Goyle tries to use the Killing Curse on Hermione. Seconds later, he comes [[AttackAttackRetreatRetreat running back the exact same path even faster]], [[ScreamsLikeALittleGirl shrieking like a little girl]]. Ron pretty much runs right between Harry and Hermione, [[AlwaysSaveTheGirl grabs Hermione]] ''without stopping'' and keeps going, simply trusting that Harry will have the wherewithal to run on his own (though granted, Ron did yell out, "''Goyle set the bloody place on fire!!''" a pretty good cue to RunOrDie).
* Ace Ventura goes through this in the end of ''Film/AceVenturaWhenNatureCalls'' when the Watchati/Wachootoo tribes find out that [[spoiler:the Wachati princess is not a virgin.]]
-->''[[VirginVision "They can tell that?"]]''
** Cue Ace being ChasedByAngryNatives.
* In ''Film/LuckyNumberSlevin'', when Detective Brikowski gets a call from a colleague [[spoiler: who has finally found out Slevin's backstory.]] As the story unfolds and Det. Brikowski realizes [[spoiler: who Slevin really must be]], the evolving levels of OhCrap on his face are priceless.
* ''Film/MenInBlack''. Only once does Agent K briefly lose his composure, thanks to witnessing the Bug revealing itself.
* In ''Film/SherlockHolmesAGameOfShadows'', [[TheDragon Sebastian]] [[ColdSniper Moran]] has this sort of reaction when he realizes that John Watson [[spoiler:is pointing a large cannon in his direction.]]
-->'''Moran:''' That's not fair!
* Played for laughs as a RunningGag in ''Film/{{Repossessed}}''. There are numerous times when Leslie Nielsen's character or once or twice one of the others, goes "ooooooh sh**"
* There are several examples in ''Film/{{Critters}}'', the best being how the father's eyes bug out when one of the Crites' venomous quills slams into the wood of the staircase, just an inch or so from his face.
* ''Film/{{Thor}}''
-->'''Laufey:''' Run home, little princess.
-->'''Loki:''' ''Damn''.
* Several moments in ''Film/TheAvengers2012''
** The Black Widow gets a bunch: when she's informed it's ''her'' job to bring in [[TheIncredibleHulk Bruce Banner]], when Banner trolls her by faking an angry outburst, when she's trapped with Banner on the Helicarrier as he's having..an episode. And finally when Film/IronMan announces he's bringing the party to the other members of the team.
-->'''Black Widow:''' (on seeing the [[spoiler: giant alien space-dragon chasing Stark]]) I...I really don't see how that is a party.
** There's suddenly thunder and lightning after Loki [[spoiler: is captured by SHIELD]]
-->'''ComicBook/CaptainAmerica:''' What's the matter? Scared of a little thunder?
-->'''Loki:''' I'm not overly fond of [[Film/{{Thor}} what follows]]...
** Loki does it again when informed by Tony Stark that regardless of the outcome of the battle with the invading enemy, the Avengers will hold him personally responsible, and if they lose the planet they will come for him. For just a second Loki has an expression indicating that he really doesn't find that scenario very appealing.
*** Not as overstated as other examples, but Tony has a mild reaction of this when Loki appears like he's going to use the "Glowstick of Destiny" to bring him under the demigod's control. [[spoiler:Thanks to the Arc Reactor, he's saved from being brainwashed.]]
*** And just after Tony [[spoiler: blasted Loki away]]...
-->'''Iron Man:''' Right. [[{{Mooks}} Army.]]
** And Loki does it one last time as he's crawling out of his self-shaped hole and realizes that he has an audience of six Mighty Heroes.
-->"If it's all the same to you, I think I'll take that drink now."
* In ''Film/CaptainAmericaCivilWar'', when [[spoiler:War Machine, Black Widow, and Black Panther get a truck thrown at them. For bonus points, it's not a water truck like Ant-Man thought, it's a [[StuffBlowingUp tanker truck]].]]
-->'''Rhodey:''' ''[[YouHaveGotToBeKiddingMe OH COME ON]]!''
** Earlier, Cap and Falcon's reactions to the news that [[spoiler:Bucky isn't the only Winter Soldier]]. If anything, this is an understated reaction considering that [[spoiler:despite being their friend, he's having to explain this with his arm shut in a steel press because they weren't sure he wouldn't try to kill them as soon as he woke up]].
* Played very darkly in ''Film/{{Se7en}}'', when Somerset finds out what's in the box.
* Played in Film/TheWizardOfOz when the Witch sees that Dorothy grabs a bucket of water to extinguish the flames on the Scarecrow's arm. Water happens to be a fatal weakness of the Witch.
* In ''Film/Cube2Hypercube'', [[spoiler:Colonel Maguire]] chains himself to a wall so he can be killed by one of the traps, a transparent, moving cube wall that ages all the matter in the room by decades if not hundreds of years. Seeing the effect it has on his briefcase leads him to remark "this is gonna hurt".
* ''Film/FullMetalJacket'': [[DrillSergeantNasty Senior Drill Sergeant Hartman]]'s whole demeanor changes when informed:
-->'''Private Joker:''' Sir, it is the private's duty to inform the senior drill instructor that Private Pyle has a full magazine that is locked and loaded, Sir!
* The Knave of Hearts in ''Film/AliceInWonderland2010'' after [[spoiler: the White Queen spares his life only to have him banished from Underland and handcuffed to the Red Queen.]]
* In Film/TankGirl the title character escapes from a {{Mook}} and then shows him that she's stolen the pins from his grenades. The grenades that are hanging from his belt. He just has time for an "Aw shit..." before they blow.
* Curiously enough, there's one of these in the reverent film ''Film/TheSongOfBernadette'' after the novice mistress from hell discovers Bernie is not [[IJustWantToBeSpecial doing a fake limp]] but has tuberculosis of the bone, an excruciatingly painful disease. Veteran stage actress Gladys Cooper does [[http://www.youtube.com/watch?v=8cs9ofAuWFw&feature=player_detailpage#t=3508 one of the most beautiful Oh Craps in film]]. Actually two... one after another.
* In ''Film/PlanesTrainsAndAutomobiles'', it takes a moment to sink in that the driver on their right, shouting that they are driving the wrong way, is ''across the median''. Just in time to notice the semis in both lanes heading straight at them. Steve Martin gets the [[OhCrap reaction shot]].
* In ''Film/ResidentEvilRetribution'', the look on Luther's face after he hits Bad!Rain in the face with a fire extinguisher and realises all he's done is seriously piss her off.
* From ''Film/ChildsPlay'', when the unlucky sucker holding Chucky finds out he doesn't have any batteries. Cue...
-->'''Chucky:''' Hi, I'm Chucky. [[PreMortemOneLiner Wanna play?]]
** In the rebooted version at the end. Chucky has himself delivered to Andy, the child from the first film, attempting to kill him in revenge. When he cuts his way out of his delivery box, however, Andy has a loaded shotgun aimed right at his head. Chucky's face is priceless.
-->'''Andy:''' (after he pumps his shotgun) Play with this.
* From ''Film/TheGoodTheBadAndTheUgly'', Baker, Angel Eyes' employer at the beginning of the movie, when he finds out Angel Eyes wasn't joking about coming to kill him.
* ''Film/TheCabinInTheWoods'': [[spoiler: When the elevator doors open, releasing all of the monsters, you can clearly hear one of the security team guys mutter "Oh shit" before getting massacred.]].
* ''Film/SupermanII'' gives us the KneelBeforeZod moment: Superman emerges from the chamber designed to [[BroughtDownToNormal depower him to human]]. Zod commands him to kneel and swear eternal allegiance, Superman kneels, takes Zod's hand...and crushes it. Cue scream, and OhCrap from the other two villains as they discover ''they'' now have no powers.
* ''Film/AHardDaysNight'': RingoStarr [[http://www.youtube.com/watch?v=dNZwn6h2FhU helps a lady--right into a sinkhole]].
* In ''Film/{{Silverado}}'' when the sheriff (played by John Cleese) informs the posse that Mal Johnson (Danny Glover) "has hit every bloody thing he's aimed at!" - with a lever action Henry Rifle!
* ''Film/GIJoeTheRiseOfCobra'': When Snake Eyes unexpectedly drops out of the Paris car chase, TheBaroness gloats "He gave up!" Cue Storm Shadow -- "He ''never'' gives up." [[spoiler:They get blindsided by a train]].
* ''Film/{{Looper}}'': More like [[spoiler:Oh, I just remembered I shot myself 30 years ago.]] All the more priceless.
* In ''Film/IronMan2'' Pepper and Tony have an EPIC one when Happy gets taken down during the boxing lesson by "Natalie".
* In ''Film/StarTrekIntoDarkness'', Kirk has one when he realizes [[spoiler:that the London bombing was a diversion to draw all the top Starfleet brass into one room so Harrison can take them all out at once]].
** Carol Marcus has one when [[spoiler: Harrison reminds her that one of the things the ''Vengeance'' is designed to do is pursue and destroy enemy ships ''in warp.'']]
** Chekov, when ordered to put on a RedShirt.
** Admiral Marcus has one: [[spoiler: "Well, shit! You talked to him."]]
** [[spoiler: Spock Prime's reaction when Spock asks if he's ever known someone named Khan]].
** Everyone at Starfleet Headquarters [[spoiler:as they realize the ''Vengeance'' is aiming ''straight at them''.]]
* ''Film/FearOfABlackHat'': When Tasty finds Ice in bed with his girlfriend, "Aw, shit!" is the reaction of everyone in the room.
* A very subtle one at the end of the Creator/RobertRedford film ''The Candidate''. On hearing the news that [[spoiler:he's just been elected senator]], Mckay turns to his campaign manager and asks, "What do we do now?"
* The non-verbal version is all over the priest's face in the first few seconds after Clark tells him who he is in ''Film/ManOfSteel''.
* Happens frequently throughout ''Film/PacificRim'', on the part of the humans whenever a new {{Kaiju}} appears [[spoiler:and on the part of the Kaiju's creators just as [[HeroicSacrifice Gipsy Danger goes nuclear]], complete with a close up of one of their faces as it blows.]]
* Roy utters this once in ''Film/{{RIPD}}''.
* To the characters of ''Film/SinginInTheRain'', the prospect of a talking picture (the movie is set during the transition from silent to sound) seems like a brilliant, excellent idea, especially after the success of ''The Jazz Singer'', the real-life movie that was the first feature-film talkie. Actor Don Lockwood, pianist Cosmo Brown, and producer R.F are seemingly energized by the idea of turning their current production into a talkie, and you can almost hear the gears turning as they imagine the possibilities... and then Lockwood's co-star Lina Lamont opens her mouth. CuteButCacophonic doesn't even begin to describe her high-pitched Brooklyn squeal. Cut to Lockwood, Brown, and R.F simultaneously, and hilariously turning to Lina with identical looks of dawning horror.
* ''Film/SpaceJam'': "I found the shorts."
** Swackhammer gets one when his minions [[TheDogBitesBack gang up on him]].
* In ''Film/CubeZero'', Dodd hears the elevator outside moving a short while after Wynn left to abandon his post and enter the Cube. With relief Dodd calls him out as a stupid jackass, only to stand face to face with the Orwellian guys from upstairs running the Cube. His expression should be obvious.
* ''TheSting'': Lonnie Donnegan's insider Harmon calls with the tip "Place it on Lucky Dan" in a race. At Shaw's (Henry Gondorff) gambling place, Donnegan bets $500,000 on Lucky Dan to win. Donnegan's face tells all when Harmon learns what he did and says this:
-->'''Harmon:''' To win?? I said ''place!!'' ''Place it'' on Lucky Dan--that horse is gonna run second!!
* In ''WesternAnimation/FindingNemo'' [[AlluringAnglerfish Good feeling's gone.]]
* In ''The Hindenburg'', Ritter (Creator/GeorgeCScott) has one when he tries to defuse the bomb, but realizes he has no idea how to do this. [[spoiler: He has a bigger one a moment later when he realizes the bomb is going to go off ''at that very second''.]]
* ''Film/TheCourtJester'': Hawkins, having infiltrated a castle under the identity of the jester Giacomo, is echoing the last lines said in song while playing the lute. He has also been seducing the princess under hypnosis, and has no idea he has been doing so. When he finds out about this, at the exact same time the king does, his voice goes up an octave, he snaps a string, and you just ''know'' what he's thinking.
-->''Giacomo, Giacomo, Giacom-OH?!''
* ''Wanted'': Main villain [[spoiler: Sloan]] has a hilarious one at the end, the moment he notices [[spoiler: he's standing on a target.]]
* ''Film/{{Bushwhacked}}'': When one of the kids accidentally refers to Max Grebilski by his real last name, as opposed to the name of the scout leader he was posing as.
* ''Film/AndTheBandPlayedOn'': when Dr. Dale Lawrence tells Dr. Don Francis that he has just gotten back from New York where a female IV-drug user had just died from the disease that would later be named AIDS, Francis gets a look of sheer horror on his face before he says, "It's in the blood supply."
* In ''Film/TheOtherWoman2014'', Mark goes to see Carly at the law firm where she works; he's ushered into her office by her assistant Lydia, and then has this all over his face when he sees [[spoiler: that his (ex-)mistress Carly, his ''wife'' Kate and his other mistress Amber are all in there to confront him.]]
* In ''The Day Of The Dolphin'', a pair of dolphins are kidnapped as part of a Presidential assassination plot; one of the villains says "Oh, shit" when he and the others hear [[spoiler: the "clang" as one of the dolphins places a mine intended to blow up the President's boat onto the base of ''their'' boat...]]
* In ''WesternAnimation/TheLEGOMovie'', it's mainly both Emmet and Wyldstyle that have this clearly written on their faces as they were just about to prevent Taco Tuesday from happening, before they were discovered by Bad Cop and the Super Secret Police. Wyldstyle's face is lit up with horror at seeing Bad Cop appear and futility as she tries to escape, whilst Emmet screams out in disbelief and absolute panic when he sees the doors open in the control room.
** Not to forget, [[spoiler: the reactions to both the decapitation of Vitruvius and the revelation that the prophecy was made up]].
** The horrific shock that doesn't wear off easily after Lord Business reveals the Kragle expressed by GCBC when he [[spoiler: is explicitly told that it will be used on his parents]].
* Dr. Hoenneger in ''Film/TheWolfman2010'', upon discovering that Lawrence's lycanthropy is ''[[RealAfterAll not]]'' a delusion.
* In ''Film/TheNannyDiaries'', Mrs. X plays a surveillance tape in the presence of other nanny employers, and has one of these when she sees that the tape contains [[spoiler: Annie, the nanny she's just fired and who Mrs. X thought didn't know about the nanny-cam, giving her a TheReasonYouSuckSpeech about how Mr. and Mrs. X's parenting skills leave a lot to be desired]].
* In ''Film/TradingPlaces'', Billy Ray when a [[spoiler: crazed and vengeful Louis points a gun at him.]]
--> '''Billy Ray''': ''(talking into the phone)'' Security- ''([[spoiler:Louis flashes a piece]])'' Merry Christmas ''(hangs up)''.
** The Dukes get one when [[spoiler: Billy Ray and Louis put their plan into motion.]]
-->'''Mortimer:''' That's not right. [[spoiler:How can the price be going down]]?\\
(''Mortimer sees Louis and Billy Ray [[spoiler:in the trading pit]]'')\\
'''Mortimer:''' What are ''they'' doing here?\\
'''Randolph:''' [[spoiler:They're selling,]] Mortimer!\\
'''Mortimer:''' Well, that's ridiculous! Unless [[spoiler:that crop report...]]\\
'''Randolph:''' God help us!
* At the end of ''Film/TheReaping'', Katherine has one when she drives off with Loren and tells her from now on it'll be the two of them, and Loren replies it'll be three. What's so OhCrap about that? [[spoiler: Well, her crisis of faith has been resolved in her battle to save a little girl (Loren) with God-given powers from a cult that sacrifices second-born children in a bid to create a perfect demon child that will bring them power. Although the good guys win and the cultists are destroyed, the leader had sex with Katherine beforehand. And when Loren tells our heroine she's pregnant - with her ''second'' child (former missionary Katherine lost faith when the holy man of a drought-stricken African village she was stationed at encouraged the villagers to sacrifice her husband and daughter) - Katherine realises she's carrying said demon child...]]
* In ''Film/SOSTitanic'', just before the iceberg strike, we get a close-up of one character's eyes. The camera pans down to his mouth, and then he says, "We've had it."
* ''Film/TeenageMutantNinjaTurtles2014'':
** When all four Turtles run through the parking garage and come face to face with hundreds of Foot soldiers.
** Also when Donatello scans a Foot soldier and discovers they're heavily armed.
-->'''Donatello''' (high-pitched voice): "Oh my gosh they have guns!"
* ''Film/ToyStory3'' At the incinerator, seeing a bright light at the end of a tunnel.
-->'''Rex:''' Look, I can see daylight! [[HopeSpot We're gonna be okay!]]
-->'''Woody:''' I don't think that's daylight...
* In ''Film/TheScribbler'', psychiatrist Dr. Sinclair (Billy Campbell) has been pursuing "Patient X," a/k/a Veronica, a murderous SplitPersonality patient who escaped from his care. When Suki (a fellow SplitPersonality sufferer) see's Veronica's case file, she realises Patient X is actually [[spoiler:Alice, a fellow halfway-house resident whose habit of pushing Suki down the stairs is a milder version of her throwing other patients out the window]].
* At the end of ''Film/MichaelClayton'', Karen Crowder (Creator/TildaSwinton) has one of these when, just after having promised the eponymous main character (Creator/GeorgeClooney) ten million dollars if he'll keep quiet about all the bad stuff she's done in the course of the film, he smiles at her and says "You're so fucked." [[spoiler: She suddenly realises that he's almost certainly wearing a wire, and that she's just tried to bribe him to hush up a murder.]]
-->'''Karen''': ... What.
* ''Film/KingsmanTheSecretService'':
** Merlin's response to seeing Valentine's small army of mercenaries advance towards him with a freaking anti-air missile turret.
** The bar thugs in the mid-credit scene as they hear Eggsy repeats Harry's PreAssKickingOneLiner.
* In ''Film/{{Monsters|2010}}'' while traveling down river in a boat the engine cuts out. Then it gets dark. Then a large fin slices through the water -- subverted when it turns out to be a downed fighter aircraft. Then another Oh Crap moment when giant tentacles yank the aircraft under water again, showing just how easily it can sink the boat. Another example is when the protagonists reach the Great Wall on the US border only to realize that the aliens have already spread far beyond it.
* ''Film/TalesFromTheHood'': The racist Metzger has a nice one when he sees that all the voodoo dolls from the magical painting have gone missing. He then turns around to see hundreds of vengeful puppets staring at him.
* ''Film/TheUntouchables'': A barber accidentally cuts UsefulNotes/AlCapone while shaving him in an interview and pulls a genuine scared face because the gangster is well known for his tremendous HairTriggerTemper... Capone pardons him but imagine the situation if the barber was shaving him with no press around. Or worse. [[FridgeHorror What happened to the poor man after the interview.]]
* ''Film/ExMachina'':
** Nathan’s expression when Caleb reveals he ''already'' rewrote the security protocols to let Ava out during a power outage—and she just caused another outage.
** ''And'' Caleb's expression when Ava leaves the compound, and it's clear she doesn't intend to leave with him.
* ''Film/{{Everest|2015}}'': As a blizzard descends on a party of climbers we hear, "oh, no."
* In ''Film/TheGreatEscape'', [=MacDonald=] tests a prisoner on passing off as French and then tells him off when the prisoner responds to a question posed in English ''by speaking'' English. Later on when [=MacDonald=] has escaped he talks to some SS officers in French - just when he thinks he's safe one of them says "Good luck!" in English. And he says "Thank you" ''in English''. An OhCrap expression immediately ensues, followed very shortly by his capture.
* In the Creator/JohnFord film, ''They Were Expendable'', there was a scene in which the crew of one of the PT Boats discovers that they didn't properly tie off at the dock and were now floating in the middle of the harbor. The captain, played by Creator/JohnWayne, sees this from shore, and dives into the water to swim out to the boat, a sight that causes the senior chief to exclaim "Fire in the paint locker!"[[note]]Given how flamable paints can be, a fire there is one of the most dangerous things that can happen[[/note]]
* Near the end of ''NightOfTheDemon'', cult leader Karswell, in a train car, is confronted by Dr. Holden, who had been cursed by Karswell slipping him a parchment of mystic runes. As it's minutes until Holden's doom, Karswell is anxious Holden will try to return the parchment, and avoids accepting a book, pack of matches, and pack of cigarettes from him. As the police intervene, Karswell tries to beat a hasty escape to get minimum safe distance, and in the commotion takes his jacket when Holden hands it to him...and realizes he'd been passed the parchment.
* ''Film/TheWarriors'' has several:
** Every gang member at the conclave gets two very quickly, first when [[spoiler: Cyrus]] gets shot, and then when [[spoiler: New York's Finest]] turn on their spotlights.
** Fox has just witnessed [[spoiler: Luther, leader of the Rogues]] commit the shooting above. He gets a classic OhCrap expression when the shooter realizes he's been seen, and takes dead aim at the unarmed Warrior. Fortunately for Fox, the lights above blind the assassin just long enough for him to escape.
** Swan, Snow, Cowboy and Ajax have just been chased out of the subway by the Transit Police (due to the quirky laws of TheBigRottenApple at the time, the cops can't follow them). They think they're OK... then they look around to see they're outnumbered at least 2-to-1 by the Baseball Furies. Even the maniacally combative Ajax reacts:
-->'''Swan''': I think we'd better take off.
-->'''Ajax''': Yeah, right!
** Finally, The Warriors and the Rogues are facing off on a Coney Island beach, when they hear "Riffs!" "YEAH RIGHT!" And the largest gang in the city descends upon them.
-->'''Swan''': You still looking for us?
-->'''Riffs Leader''': We found what we're looking for.
*** Cue MAJOR (but short-lived) OhCrap from every Rogue on the beach....
* ''Film/TheHungerGames'': When Prim is chosen, there's a brief shot of the horrified Katniss making a face that can only be described as '''D:'''
** Also, Clove, just before [[spoiler:[[ScaryBlackMan Thresh]] [[CrowningMomentOfAwesome grabs her and brutally kills her with his bare hands]]]].
** There's also a minor one much earlier when Haymitch tells Katniss that she needs to be nice to people. He calls her on it too.
* ''Film/SanAndreas'' has two notable examples: Ray and Emma are driving a motorboat up a tsunami powering towards San Francisco. Just when they think they're about to make it [[spoiler: they see a cargo ship foundering on the crest - and sending lots of HUGE containers towards them.]]
** Their daughter Blake and English brothers Ben and Ollie head up a tall building in a bid to get out of range of the tsunami; they can't go all the way to the top but they're quite high up. [[spoiler: Then Blake sees the wave coming - and her face is pure uncut OhCrap when she realises that ''they still aren't high enough...'']].
* In ''Film/JupiterAscending'', this is Jupiter's cousin Vladie's reaction when she didn't sell her eggs, because the doctors were Keepers in disguise trying to kill her. Thus, unable to pay off the stuff he bought, and having the rest of the family found out.
* In ''Literature/TheSpiderwickChronicles'', Red Cap and the other goblins break into the family's house, and arrive in the kitchen [[spoiler: to face an oven about to go off. Red Cap's FamousLastWords are "[[CurseCutShort Oh sh-]]" before the oven spews tomato sauce - which is fatal to goblins - all over them]].
* In ''Film/{{Tron}}'', Bit manages to get this across, despite its vocabulary being limited to two words.
--> '''Bit:''' No no no no no no!
* AmazingGraceAndChuck: [[spoiler: When Amazing and Lynn realize he's on a private jet she didn't arrange. She starts to panic immediately and he tries to console her that maybe its not what they think (unfortunately it is). He leaves her with a few comforting LastWords just in case.]]
* ''Film/CodeOfSilence'': When Cusack is at a party, he needs to make a phone call in the back. A group of yuppies, after just snorting some coke in the same room, metaphorically crap their pants when he answers the phone with "Sergeant Cusack". He's not interested in them, though.
* ''Film/{{Always}}'':
** Al when he realizes his engine is on fire.
** Pete shortly thereafter when he realizes his ''fuel tank'' is on fire.
** Al again when Ted's plane is bearing right down to drop the fire retardant right on him!
* ''Film/DeepwaterHorizon'': The ''Horizon'' crew when they see mud start welling up through the seals around the drilling pipe.
* ''Film/BatmanVSupermanDawnOfJustice'':
** Senator Finch's face when [[spoiler:she spots that Luthor is missing from the hearing and reads the label of the jar saying [[ItMakesSenseInContext "Grandma's Peach Tea"]].]]
** Happens by both title characters during their main fight: [[spoiler:Superman after Batman fires Kryptonite gas at him, which nullified his powers, and blocks a punch by him and Batman when he realizes the gas has worn off.]]
** Batman mutters "Oh, shit!" when [[spoiler: he sees Doomsday about to fire at him.]]
** Luthor when he realizes [[spoiler:Martha Kent was rescued by Batman after Batman answers the phone, not Knyazev.]]
** [[spoiler:In the Ultimate Edition, Luthor's expression changes from smugness to this upon Batman informing him he's being sent to [[BedlamHouse Arkham Asylum]].]]
* ''Film/TheSting'', when Lonnie Donegan learns he was supposed to bet his $500,000 on Lucky Dan in the race at Riverside to ''place,'' as Kid Twist told him. Donegan bet on Lucky Dan to ''win.''
* ''Film/StrokerAce'': A whole picnic area gets one when Torkle's car slides through and into the nearby lake, forcing them to scatter. Torkle gets one moments later when he realizes the picnickers are ''cops''.
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