CARLING CUP WRAP: Premier League new boys Burnley crashed out at the hands of Barnsley while Leeds United put up a strong fight before going down 1-0 to Liverpool at Elland Road.
Burnley's brilliant Premier League start counted for nothing against Barnsley as Hugo Colace's late winner left Owen Coyle's men on the wrong end of an upset.
Colace headed home in the 75th minute to seal the 3-2 victory in an entertaining game at Oakwell in which the Clarets drew first blood through Steven Fletcher only for Jonathan Macken to equalise almost immediately.
Anderson De Silva gave the home side the lead with a super 25-yard strike on the stroke of half-time before Chris Eagles equalised in the 52nd minute, setting up Colace to grab the winner.
Arsene Wenger's inexperienced Arsenal side proved too good for Championship leaders West Brom, who had headed into the game with confidence after their 5-0 weekend win at Middlesbrough.
Baggies boss Roberto di Matteo, like Wenger, rang the changes and the result was a comfortable 2-0 victory for Arsenal, thanks to second-half goals from Sanchez Watt and Carlos Vela.
Liverpool manager Rafael Benitez also sent out a much-shuffled line-up to face Leeds at Elland Road, and was rewarded by David Ngog's 66th-minute winner which was enough to send his side into the fourth round.
Andy Griffin's injury-time winner capped a night of late drama at the Britannia Stadium as Stoke fought back from two goals down to beat Championship side Blackpool 4-3.
Goals from David Vaughan and Billy Clarke gave the Seasiders a two-goal lead, but the home side clawed back with a quick-fire burst in the final quarter-hour.
Danny Higginbotham and Matthew Etherington and Ricardo Fuller all got on the scoresheet in quick succession. Ben Burgess equalised immediately, only for Griffin's low strike to steal a 4-3 win with virtually the last kick.
Benni McCarthy grabbed the only goal of the game in the 37th minute as Sam Allardyce's Blackburn beat Nottingham Forest at the City Ground.
Portsmouth put its Premier League woes behind them to win at Carlisle, but only after surviving an early scare as veteran Ian Harte's penalty gave the Cumbrians a third-minute lead.
Aruna Dindane equalised in the 26th minute and Danny Webber put Pompey in front before the break. Anthony Vanden Borre made the game safe in the 63rd minute and eased some of the gloom for boss Paul Hart.
Jordan Henderson's early strike for Sunderland set boss Steve Bruce on his way to a comfortable 2-0 victory over his former club Birmingham, with Fraizer Campbell's 23rd-minute second goal all but wrapping things up.
First-half goals from Craig Mackail-Smith and Tom Williams earned Peterborough a 2-0 win over Newcastle, who had Danny Guthrie sent off.
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