Rotherham United took the scalp of Championship side Derby County at the Don Valley Stadium. Teale had given Derby an 11th minute lead. Warne levelled just before the break with Ellison scoring the winner in the 65th minute.
Hereford United shocked League One Charlton Athletic at Edgar Street with a 98th minute winner from Godsmark to win a place in the second round.
Port Vale surprised Sheffield United at Bramall Lane with a 2-1 away win. Richards gave Vale a 20th minute lead, with Sharp levelling in the 33rd minute. Richards completed the win with his 2nd of the night, and the winner, in the 61st minute.
The only other shock, so far, was caused by Accrington Stanley, who knocked Walsall out following a 2-1 win at Livingstone Road. Nicholls gave the Saddlers a 9th minute lead, with Grant levelling in the 53rd minute and Mullin scoring the winner in injury time at the end of the game.
Notts County slipped up at home against Doncaster Rovers. Coppinger scored the only goal of the game in the 54th minute.
AFC Bournemouth went off to the New Den to find Millwall in rampant form, notching up a 4-0 win. Alexander got the scoring under way in the 30th minute, which was followed by a Harris hat trick in the 40th, 69th and 74th minutes.
Aldershot Town lost on their travels against Bristol Rovers, going down 2-1. A Duffy brace in the 37th and 58th minutes only drew a response from Morgan on the hour mark.
Shrewsbury Town only went out on penalties against Ipswich Town at The New Meadow. Wickham gave the Championship side an 11th minute lead, with Robinson levelling 7 minutes later. Hibbert then gave the home side a 24th minute lead only to see Quinn level for the visitors in the 32nd minute. Wickham scored again in the 59th minute, with Cansdell-Sherriff levelling, and forcing extra time in the 74th minute. No further goals were scored, which meant penalties, which Ipswich won 4-2.
An Ambrose brace in the 65th and 78th minutes, either side of a Sills goal in the 75th minute was enough for Crystal Palace to see off Torquay United at Selhurst Park.
Cheltenham Town lost 1-2 at home against Southend United. Hammond gave the home side the lead on the stroke of half time. Barnard then netted a brace in the 77the and 88th minutes to ensure that the Essex side progressed.
Cardiff City saw off Dagenham & Redbridge in their new City Stadium. Rae and Bothroyd gave City a half time lead with strikes in the 20th and 26th minutes. Scott pulled one back for the Daggers in the 81st minute, but it wasn't enough as Whittingham restored the 2-goal advantage in the 91st minute.
Lincoln City slipped up at home against Barnsley who scored their only goal through Bogdanovic in the 72nd minute.
Morecambe were thumped by Championship Preston North End at Deep Dale as they went out 5-1. Brown (33rd min), Elliott (45th min), Nicholson (57th min), Trotman (69th min) and Mellor (92nd min) was enough for PNE to ease through, with Twiss scoring a consolation in the 94th min.
Rochdale were eased out of the Carling Cup with a 3-0 defeat against Sheffield Wednesday at Hillsborough. Esajas (19th min) and a brace from Johnson (21st and 50th mins) was enough to see the home side through.
Northampton Town were knocked out by Southampton at St Mary's. New signing Lambert (29th min) and Lallana (68th min) was enough to see the Saints ease through.
Crewe Alexandra were knocked out by Blackpool at Gresty Road. Adam gave the seasiders a 52nd minute lead, Zola levelled in the 73rd minute only to see Nardiello score the winner in the 79th minute.
Tranmere Rovers brushed Grimsby Town aside with a 4-0 win at Prenton Park. McLaren (32nd min), Moore (37th min), Curran (40th min) and Edds (71st min) proved too much for the visitors.
Barnet held on to Watford to take them to extra time, only to go down at Underhill to goals from Williamson in the 105th minute and Severin in stoppage time.
Burton Albion, making their debut in this competition, were knocked out by Reading. Mooney (6th & 77th mins), Bignall (7th and 9th mins) and Sigurdsson (27th min) did the damage as the visitors scored a consolation in the 59th min through Phillips.
Darlington were knocked out by Leeds United when Showunmi scored the only goal of the game in the 54th minute at The Arena.
Chesterfield were eased out by Scunthorpe United at Glanford Park. Sparrow (12th min) and Hayes (54th min) did enough as Currie could only score a 72nd min penalty.
Bury were eased out by West Bromwich Albion, 0-2, at Gigg Lane. Dorrans fired the Baggies in to a 5th minute lead, with Jones putting past his own keeper in the 25th minute.
Two game remain involving League Two clubs ......... Macclesfield entertain Leicester City, and Bradford City travel to Nottingham Forest on Wednesday evening.