Why was Noah so upset?
His son Ham had just tried to kill him by exploiting his vulnerable position during a time of grief and enticing his older brother to do the work for him. If Noah was dead, Shem would be next in line for elder of the earth, but murdering his father would have given Ham the excuse to one day avenge and take control.
9 “The heart is more deceitful than all else And is desperately sick; Who can understand it?
10 “I, the LORD, search the heart, I test the mind, Even to give to each man according to his ways, (Jeremiah 17:9-10)
21 All flesh that moved on the earth perished, birds and cattle and beasts and every swarming thing that swarms upon the earth, and all mankind; 22 of all that was on the dry land, all in whose nostrils was the breath of the spirit of life, died. (Genesis 7:21-22)
2 The fear of you and the terror of you will be on every beast of the earth and on every bird of the sky; with everything that creeps on the ground, and all the fish of the sea, into your hand they are given. (Genesis 9:2)
6 “Whoever sheds man’s blood,
By man his blood shall be shed,
For in the image of God
He made man. (Genesis 9:6)
20 Then Noah began farming and planted a vineyard. 21 He drank of the wine and became drunk, and uncovered himself inside his tent. 22 Ham, the father of Canaan, saw the nakedness of his father, and told his two brothers outside. 23 But Shem and Japheth took a garment and laid it upon both their shoulders and walked backward and covered the nakedness of their father; and their faces were turned away, so that they did not see their father’s nakedness. 24 When Noah awoke from his wine, he knew what his youngest son had done to him. (Genesis 9:20-24)
5 Then the LORD saw that the wickedness of man was great on the earth, and that every intent of the thoughts of his heart was only evil continually. (Genesis 6:5)
References
Jeremiah 17:9-10
Genesis 7:21-22
Genesis 9:2, 6, 20-24
Genesis 6:5
Feeding Trough 
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