The crows sat on dozens of cars, stalked through the car park and swarmed the area in the creepy video, which has gone viral.
The animals could be heard cawing loudly while baffled shoppers in Houston, Texas looked on.
Many couldn't even get in their cars because of the number of birds on them.
It is unclear why such a large number of birds gathered in the area at once.
Footage of the crows was shared on social media with the caption: "As temperatures dropped into the freezing digits, tens of thousands of crows congregate and tailgate at a Wal-Mart carpark.
"They are all over the place."
A man in the video can be heard saying: "Car washes will make some money now.
"They're on every car."
One shopper tried to shoo the crows away to no avail.
Towards the end of the clip the birds can be seen flying before landing on cars further back in the car park.
The scary incident looked like a scene in Alfred Hitcock's 1963 horror film The Birds.
Thousands of birds violently attack residents in a Californian town during the flick, which stars Tippi Hedren.
Crows are fairly common in the lower 48 states of America outside of the southwestern deserts.
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