Systems of people and nature co-evolve in an adaptive dance (Walters, 1986). Resource systems change as people seek ecosystem services, such as the harvest of stocks, manipulation of key structuring processes, removal of geophysical assets or abation of pollutant concentrations. Meanwhile, as humans are becom-ing more dependent on these ecosystem services, the ecosystems become more vulnerable to unexpected events. This process that signals a loss of ecological resilience has been described as a pathology of resource development (Holling, 1995). Complex resource systems are not easily tractable or understood, much less predictable. Nonlinear interactions among multiple variables, scale invariant processes, emergent properties from self-organization and other factors all con-tribute to unpredictability. Yet, even with these inherent difficulties, we continue attempts at making sense for management and other purposes. Due to a growing empirical base of observation, emergent patterns of these systems, including periods of stability and instability, as well as unexpected behavior due to inter-nal and external changes have been revealed (Gunderson, Holling, and Light, 1995; Berkes and Folke, 1998; Johnson et al., 1999). This paper builds on earlier work (Holling, 1978; Walters, 1986, 1997; Gunderson et al., 1995; Gunderson, 1999a) to explore these unexpected be-haviors in managed ecological systems – perceived as surprises and crises. To begin with, the conceptual basis for understanding these nonlinearities, ecologi-cal properties of resilience and adaptive capacity, and analogous properties in institutions are presented. The next section describes a set of different types of surprises, followed by a discussion of how people respond to those different types of surprises. The chapter ends with some tentative propositions on how one might move beyond sense-making and begin to manage for resilience.