League Two side Torquay upset League One visitors Walsall as a 41st-minute penalty from Billy Kee gave them a 1-0 FA Cup win.
Kee - a replacement for suspended top scorer Elliot Benyon - hammered the ball high to goalkeeper James Walker's left and into the top corner.
The penalty was awarded for a foul on-loan Wolves winger Ashley Hemmings as he swept in from the left and on to a superb through ball from home skipper Lee Mansell.
Walker made brilliant first-half stops to deny Chris Zebroski from close range and then pulled off a spectacular stop to push Kevin Nicholson's thumping 20-yard free-kick over the bar.
It was not all Torquay and at the other end Scott Bevan made a good save to punch away Matt Richards' inswinging shot.
Bevan also did well to deny Saddlers striker Will Grigg. The Walsall forward was making his full debut and went close in the 20th minute with a shot that flew just wide.
Alex Nicholls also went close with a shot from just inside the box.
Walker again made good saves to deny Chris Zebroski and Kevin Nicholson, from another free kick, in the second half.
Saddlers central defender Andy Butler came closest to rescuing a draw for the visitors with one effort blocked and another saved on the line by home keeper Bevan.