Hey Andrey, Surprised is used with BY in this case. We are surprised by something. For example... I was surprised by the news. He crashed the car because he was surprised by a deer. We don't usually use WITH unless it's a surprise that someone organized for us. Example.... His friends surprised him with a birthday party. My parents surprised me with a new puppy. In this case the preposition WITH comes after the object E.g : he surprised ME with..... We surprised HER with... Hope this helps! Lisa