It's tough to muster up the courage to propose in front of any crowd. But what if your worst fear comes true and she says.... No.

A guy proposed to a girl on the "kiss cam" at a UCLA basketball game, and now the video is all over YouTube. The reason: because she turned him down!

It might have been staged, but it's hard to tell. Here's the audio. He got down on one knee, and proposed. Then she got up and left, and the entire crowd gasped. Watch it for yourself.