Harry Redknapp admitted he feared the worst when Tuesday night's Carling Cup tie against Arsenal went into extra time.
The manager revealed afterwards that a number of players were struggling after a typically high-energy local derby against the Gunners ended 1-1 after 90 minutes.
Robbie Keane levelled Henri Lansbury's 16th-minute strike early in the second half but neither side could find a winner in normal time.
However, Arsenal struck two huge blows to win and convert two penalties within six minutes of the extra periods to all-but win the tie at 3-1.
David Bentley struck the woodwork with a header soon after but Andrey Arshavin's low drive ended the contest for good at 4-1 just before the end of the first period of extra time. That's how it stayed at the Lane.
Harry handed our three debuts - goalkeeper Stipe Pletikosa, young central defender and Academy trainee Steven Caulker and Brazilian midfielder Sandro - while Jake Livermore made his first start for the club and Kyle Naughton only his second.
"Once we got to extra time I looked at my players and four of them were cramping up," revealed Harry afterwards.
"I knew we were in trouble then, to be honest. I knew it would be a difficult half-hour for us.
"The young centre-half (Caulker) was full of cramp, Sandro was full of cramp and had tight hamstrings.
"It was Kyle Naughton's first game really at this level and he cramped up as well. It was as much nerves and tension as anything else."
Harry felt the first penalty awarded against Sebastien Bassong on Samir Nasri was 'harsh' but said the second, for Caulker's tug at Marouane Chamakh, was 'a definite penalty'.
"We went behind but we got ourselves back into the game," added Harry. "Robbie Keane looked lively when he came on and we looked a little brighter.
"I just felt the longer it went, the tougher it was for us.
"I picked the players who needed to play. I wanted to rest the players who have played a lot of games. I could have done without Benoit playing extra-time and I thought he was outstanding.
"You never want to lose and you always get disappointed when you lose, especially to Arsenal, but it was one of those nights.
"Both teams made changes and for us, it was a chance for the lads who haven't played and who needed to play. I can't keep playing the same players."