In this study the reflection-in-action of experienced school principals was investigated. While reflection-on-action occurs after-the-fact, reflection-in-action is situated in the context of action. This qualitative study explores what principals think about as they are in the midst of dealing with an unexpected public confrontation. The purpose of this study was to identify what principals reflect on in the moments following a verbal attack, response strategies and techniques they would consider, and why they choose certain responses and behaviors. Fifteen principals were interviewed regarding what they would be thinking about if they were rudely confronted by an angry teacher during a faculty meeting. Principals were asked to describe their thoughts prior to responding in such a situation, what responses they would consider, and why they would choose certain actions over others. Four themes and 13 categories were identified in the analysis of 91 separate statements. The findings lend support to Donald Schon's (1987) theory regarding how professionals mentally process during surprise situations and have applicability to professional development for pre-service and entry level principals. (Contains 2 tables and 7 footnotes.)