Rotherham United Reserves were beaten 4-3 at home to Grimsby Town at Roundwood.
Despite taking the lead through Mason Warren, the Millers conceded three quick-fire goals just before the hour, before Grimsby sealed the victory with a goal six minutes from time despite a late Rotherham rally.
The Millers fielded a youthful looking side for the visit of the Mariners, with young professionals Warren, Laurence Bilboe, Fabian Bailey, Tom Rose and Kuda Muskwe all starting. There was also a return for Chris Dawson who was back from a loan spell with Viking FK.
Rotherham came close on four minutes following good work from Joshua Kayode saw Akeel Francis head the ball across goal but wide of the far post.
At the other end Bilboe made a smart stop from Akeem Rose following a fierce drive from 12 yards. He was called on again a couple of minutes later after rushing out of his goal to deny Jordan Cullinane-Liburd when one-on-one.
The visitors went close again on 18 minutes when Luis Miguel De Sousa curled an effort just wide from 25 yards.
With five minutes to go before the break Tom Bolarinwa showed some neat footwork before arrowing a shot just wide from 18 yards.
The Millers then missed the best chance of the half when Muskwe was sent through on goal but his effort was blocked by Town stopper James McKeown.
After a goalless first 45, the second-half provided four goals in an action packed opening.
On 47 minutes the Millers opened the scoring through Warren after his shot from distance took a deflection on its route to goal.
Grimsby rallied with three goals in three minutes to completely turn the game on its head. On 56 minutes Bolarinwa broke into the area before rounding Bilboe to make it 1-1. Less than a minute later Bolarinwa grabbed his second, converting a cross from the left to put the visitors in front. The goal splurge continued on 58 minutes when Inih Effiong clipped the ball beyond Bilboe after breaking from the right.
Grimsby looked to have wrapped up the game late on when Bolarinwa claimed his hat-trick after a strong run ended with a neat finish.
The Millers though made the visitors a little nervous when substitute Souylemane Naeem pulled one back in stoppage time after being put through one-on-one with McKeown.
The hosts then gave themselves a further lifeline when Muskwe thundered a shot into the top corner from 20 yards, but it wasn’t enough as Grimsby held out for the victory.
Rotherham United Reserves 1 v 4 Grimsby Town Reserves
Rotherham: Bilboe; Bailey, Rose (Saxton HT), Sterling (Abraham 80), Hinds; Francis (McGinley 61), Trialist, Warren, Kayode (Naeem 76); Dawson (Wiles 65); Muskwe.
Grimsby: McKeown; McAllister, Jones, Venney, Rose, Bolarinwa, Brown (Hough 72), Dhillon, Effiong, Cullinane-Liburd, De Sousa.
Unused: Osman, Wright, Lawis, Sawyer.