wince

He winces at the memory of that experience.

He winced at the insult.

he winced at the disgust in her voice.

He winced inwardly at her harsh tone.

she winced at their infelicities and at the clumsy way they talked.

I winced as my blister contacted the floor.

she winced as her knees cracked against metal.

6.I winced, but went bravely on. "First let us examine the fallacy called Dicto Simpliciter."

Hilario shrugged off the rank implausibility of his situation, ignored the wince-inducing pressure and waded straight into the deep end, which has got to take some guts.