Elliot Benyon snatched a late winner to see Torquay through to the second round 1-0 against non-league side Mansfield.
The Stags nearly took the lead when Keigan Parker hit the bar, but they could not make the most of their possession and with just three minutes left Benyon bagged his eighth goal of the season with a cool finish.
The first opportunity fell to top-scorer Benyon after seven minutes when he ran through on goal only to be thwarted by Kevin Pilkington.
At the other end, only a fantastic reaction save from Scott Bevan prevented Lee Mansell from turning Louis Briscoe's powerful low cross into his own net.
The closest either team came to breaking the deadlock in the first half was when Mansfield striker Parker struck the bar with a 25-yard free-kick on the stroke of half-time.
Pilkington was again called into action in the second half when Nicky Wroe returned a poorly-cleared corner with interest.
But just when it appeared Mansfield had forced a replay, Benyon latched onto Danny Stevens' through-ball and tucked away the winner.