Underdogs Morecambe upstaged League One high-flyers Oldham in a 5-4 penalty shoot-out victory as Andy Parrish converted the winning spot-kick.
Barry Roche kept Morecambe in the game saving first-half efforts from from Deane Smalley, Alessandra and Danny Whitaker, while Lee Hughes hit a post.
Whitaker finally broke the deadlock with a low shot in the 56th minute.
But nine minutes later Diarmuid O'Carroll broke away and his cross was volleyed in by Stewart Drummond.
Oldham: Fleming, Eardley, Hazell, Stam (O'Grady 74), Lomax, Smalley (Lee 74), Allott, Maher, Whitaker, Hughes (Alessandra 22), Davies. Subs Not Used: Crossley, Stephens.
Goals: Whitaker 56.
Morecambe: Roche, Parrish, Artell, Bentley, Howard (McCann 30), Wainwright, Hunter, Drummond, Curtis (Lloyd 68), O'Carroll, Howe. Subs Not Used: McLachlan, Taylor, Scott Davies.
Goals: Drummond 65.
Att: 2,016
Ref: Craig Pawson (Sheffield).
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