Hamilton Accies were knocked out the SPFL Trust Trophy after a incredible late collapse against Kilmarnock.
Andy Ryan put the hosts ahead on 85 minutes but Jack Sanders scored twice in the final five minutes to inflict a devastating defeat on Stuart Taylor's side.
Former Hamilton academy star Daniel Armstrong had fired Kilmarnock ahead on 54 minutes but the hosts refused to give up and levelled through David Moyo on 67 minutes.
Accies thought they'd won it when Ryan fired home his seventh goal of the season from the spot on 85 minutes but Sanders levelled for Kilmarnock just four minutes later before scoring the winner with the final touch of the game.
Stuart Taylor made seven changes from the disastrous Scottish Cup defeat against Auchinleck Talbot on Saturday. Goalkeeper Joe Hilton, Shaun Want, Reegan Mimnaugh and Ryan kept their places as Jamie Hamilton returned after a spell on the sidelines.
Kilmarnock have a massive promotion clash in the Championship against Arbroath on Friday night and boss Tommy Wright made ten changes from the weekend Cup win over Queen's Park.
Accies made a bright start and they had an early claim for a penalty for handball waived away after Josh Mullin's strike hit a Kilmarnock defender from close range.
Ryan fired an effort narrowly over the bar on three minutes but Kilmarnock responded and Burrell skewed a shot across goal just a minute later.
Hamilton enjoyed plenty of possession in the opening ten minutes but a few promising attacks were squandered after some loose passes.
Accies were dealt a major blow on 19 minutes when Want sustained a hamstring injury and he had to be replaced by Ben Stirling.
Academy Hamilton, who impressed on his return to action after a heart scare, moved into centre-back with Stirling at right-back.
Miko Virtanen flew recklessly into a challenge on Jack Sanders on 28 minutes and referee Steven Kirkland brandished a yellow card with the travelling Killie support screaming for a red.
Former Accies man Blair Aston burst into the box near the touchline on 33 minutes but Joe Hilton showed good handling to collect his powerful cross in slippery conditions.
Hamilton looked a threat from set-pieces and David Moyo spurned a chance on 36 minutes when he failed to get enough purchase on Josh Mullin's in-swinging free-kick.
Minutes later, Moyo missed another good chance from when he skewed an effort high over the bar from close range from a Mullin corner.
Kilmarnock failed to truly test Hilton in the Accies goal in the first half but he made a comfortable stop from Daniel Armstrong's free-kick just before half-time.
Hamilton boss Taylor made an interesting change at the break with Luke Matheson replacing Stirling, who was a first-half substitute.
Accies made a bright start to the second half and they should have been ahead on 48 minutes but Lewis Smith couldn't direct his header from six yards out past Walker.
Kilmarnock opened the scoring on 53 minutes when former Accies kid Armstrong flicked Fraser Murray's cross beyond Hilton.
Callum Hendry almost doubled the visitor's lead on 65 minutes but his dangerous effort from the edge of the box flew just wide of the post.
Accies were unfortunate to fall behind on the balance of play but they grabbed a deserved equaliser on 68 minutes.
Lewis Smith crossed from the left hand side and Moyo leaped highest to power a header into the back of the net.
Accies were dealt yet another injury blow on 72 minutes when Hamilton sustained an injury and he was replaced by Matthew Shiels.
Hamilton applied some late pressure as they searched for a winner and Killie survived a goalmouth scramble on 82 minutes as they broke clear and substitute Oli Shaw fired into the side netting.
There was drama in the closing stages as Accies were awarded a penalty when Moyo was fouled by Chris Sanders in the box.
Striker Ryan made no mistake from the spot with an emphatic effort that arrowed into the net via the crossbar but Sanders broke Accies hearts just on 89 minutes with a thumping finish.
Hamilton (4-3-3): Hilton - Hamilton (Shiels 72') , Want (Stirling, 20'(Matheson 45'), Easton, MacDonald - Mimnaugh, Virtanen(Martin 54'), Mullin - Ryan, Moyo, Smith.
Subs not used: May, Hughes, Winter, Munro.
Kilmarnock (4-4-2): Walker - Haunstrup, McArthur, Stokes, Sanders - Armstrong (Warnock 63') , Alston, McGinn, Murray, Burrell (Shaw, 76') , Hendry (Robinson, 76')
Subs: Hemming,Lyons, Polworth, McGowan, Brindley, Watson.
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