Grimsby Town came from behind to win for the second Saturday in a row as they beat Walsall at the Banks's Stadium.
The Mariners went a goal down with just five minutes on the clock as Caolan Lavery gave the hosts the advantage.
But they worked their way back into the game and equalised three minutes before the break through Elliott Whitehouse.
Town then took the lead with James Hanson's header on 68 minutes before the striker made the points safe with a late penalty.
One change was made to the starting XI after the 5-2 home victory over Port Vale, with Ludvig Ohman returning in place of the injured Harry Davis.
James McKeown started in goal, with Elliott Hewitt, Ohman, Luke Waterfall and Luke Hendrie in defence.
Jordan Cook, Jake Hessenthaler and Whitehouse were the midfielders, with Matt Green, Hanson and Moses Ogbu in attack.
The Grimsby substitutes were Sam Russell, Liam Gibson, Harry Cardwell, Charles Vernam, Max Wright, Sebastian Ring and Mattie Pollock.
Walsall came into the game with just one win to their name so far this season and were looking to improve on that record.
Town started well, with a free kick resulting in Ogbu having a shot saved by home keeper Liam Roberts after Ohman had knocked the ball down from Hessenthaler's cross.
But the Mariners were to fall behind on five minutes from Walsall's first attack of note, as McKeown made a good save from a shot by Elijah Adebayo but the ball came back out to LAVERY, who scored from close range.
Town's response saw a good cross from Hendrie find Green but his header was well saved by Roberts, at the expense of a corner, which the visitors were unable to turn into a goalscoring opportunity.
A header from Ogbu on 16 minutes missed the target but Town kept the ball in play and worked it back into the box, where Hanson headed wide.
Ohman was shown the first yellow card of the game on 20 minutes for a foul on the Walsall right but the ball from the resulting free kick went out of play for a goal kick.
Winger Rory Holden had the next chance, beating Hendrie and cutting inside before firing over the bar.
Green was caught offside after a break through the middle by Hessenthaler as Town looked for an equaliser.
Hanson then shot straight at Roberts after good work by Ogbu, before a Grimsby free kick led to a Whitehouse header landing on the roof of the net after Ohman had won the initial header.
At the other end, a Walsall corner was headed away by Whitehouse, before the Mariners won a corner of their own on 41 minutes and from it, they were level. The ball was driven in towards the near post and after the hosts failed to fully clear, it was sent back in and WHITEHOUSE headed past Roberts for 1-1.
Walsall tried to get their advantage back before half-time, with a deflected shot from Adebayo saved by McKeown after the hosts beat the offside trap.
Ogbu then won another Town corner, which was headed clear and played back to McKeown.
Two added minutes were played at the end of the half and with no further chances for either side, the scores remained level at the interval.
No changes were made before the restart and the home side started the second half on top, with McKeown making a good save from a long-range effort by Holden.
Josh Gordon replaced Lavery as Walsall made the first substitution of the game on 58 minutes, before a Town break ended when Hewitt's cross failed to pick out Ogbu.
Dan Scarr headed over the bar from a home corner, before the Mariners had a spell of possession which eventually resulted in them taking the lead. A cross from Green found HANSON and his header beat Roberts and hit the net.
Wright was sent on in place of Cook after the goal, with the Mariners loking to add to their newly-gained advantage.
A free kick from Holden went wide of McKeown's target, before a double substitution saw Danny Guthrie and Wes McDonald come on for Sadler and James Hardy.
A home corner led to a good save by McKeown to get the ball away for another one on 77 minutes. This time, it was leared for a throw-in. Another corner soon afterwards was not fully dealt with by the Town defence but Walsall were unable to force a way through.
Gibson replaced Ogbu with 11 minutes to go as Town introduced an extra defensive-minded player in a bid to hold onto their narrow lead.
Town were given a chance to put the result beyond doubt when Wright went down under a challenge inside the penalty area and the referee pointed to the spot. HANSON stepped up to make it 3-1.
Pollock replaced Green in the Mariners' last change and Town were on the attack again as four minutes of stoppage time was signalled.
Adebayo shot straight at McKeown as the now-beaten hosts looked for a consolation goal.
But they were not to get it as the Mariners closed out the remainder of the game to secure another excellent victory.
Town are next in action on Tuesday, when Scunthorpe United visit Blundell Park in the first of the Leasing.com Trophy group games.
Town: McKeown, Hewitt, Ohman, Waterfall, Hendrie, Hessenthaler, Cook, Whitehouse, Green, Ogbu, Hanson.
Subs:Russell, Pollock, Gibson, Ring, Wright, Vernam, Cardwell.
Referee: David Rock
Attendance: 4812 (772)
Next Up: Scunthorpe Utd (H)