Two first-half goals sent Grimsby Town to defeat as Macclesfield Town won at Blundell Park.
After their heroic display against Crystal Palace last week, the Mariners produced an out-of-sorts performance against a visiting side who defied their lowly position in the league table to deservedly claim all three points.
Tyrone Marsh opened the scoring on 26 minutes and as the hosts searched for a reply, they were hit again seven minutes later when Scott Wilson made it 2-0.
Town worked hard throughout the contest but were unable to find a way back into it and were instead handed a third straight loss in all competitions.
New signing Sebastian Ring made his first start for Town as one of four changes to the team that started at Selhurst Park in the FA Cup last time out.
The other alterations saw Akin Famewo, Charles Vernam and Ben Pringle come back into the XI, with Mitch Rose, Martyn Woolford, Harry Cardwell and the suspended Andrew Fox all making way.
James McKeown started in goal, with Luke Hendrie, Reece Hall-Johnson, Famewo and Ring forming the defence.
Vernam, Harry Clifton, Jake Hessenthaler, Elliot Embleton and Ben Pringle were the midfielders, with Wes Thomas leading the line in attack.
Ludvig Ohman came straight into the matchday squad after signing for the club in midweek and he was joined on the bench by John Welsh, Mitch Rose, Jordan Cook, Woolford, Ahkeem Rose and Sam Russell.
Macclesfield came to Cleethorpes having seen an upturn in fortunes under new manager Sol Campbell in recent weeks which had led to them climbing off the bottom of League Two, although the Silkmen remained in the relegation zone at kick-off.
An early corrner for the visitors came when a cross frrom Tyrone Marsh was blocked but Michael Rose's ball from the flag beat everybody and was cleared by Hendrie.
A good passing move by the Mariners eventually led to a cross frrom Embleton on the left which failed to find a team-mate, before striker Koby Arthur was shown the first yellow card of the game on five minutes for pulling Hendrie back.
Hendrie made an interception in defence and immediately turned it into attack as he ran deep into the Macclesfield half on nine minutes, before seeing a shot blocked from 20 yards.
A foul by Ring then gave the visitors a free kick in the Town half but after Rose's ball into the box was slice back towards McKeown's goal, it was safely collected by the keeper.
A low cross by Jared Hodgkiss at one end was safely gathered by McKeown, before a ball into the box by Pringle at the other proved just too high for Thomas.
Town made the first substitution on 22 minutes, with Mitch Rose replacing Clifton in midfield.
Macclesfield had looked the better of the two sides over the first quarter of the game and they took the lead from a free kick on the edge of the penalty area on 24 minutes. Rose sent a low ball into the box and MARSH got the vital touch to take it past McKeown and into the net.
Town had struggled to keep the ball and build attacks as their visitors had looked more comfortable in possession and more dangerous in attack so far and their lead was a deserved one.
The hosts' response saw Vernam move into a more central position alongside Thomas and two corners in quick succession brought opportunities to put pressure on the Macclesfield goal, although they were unable to threaten keeper Kieran O'Hara on either occasion.
A poor back-pass went out for another corner but this time, the ball was headed clear by Harry Smith.
But the pressure building on the Macclesfield goal was relieved soon afterwards when they grabbed a second goal. A mistake by Rose saw him gift possesion to striker WILSON 20 yards out and he then had the relatively simple task of taking it forward and placing it past the advancing McKeown.
Wilson tried his luck from 30 yards on 41 minutes but the strike flew over the bar, before a dangerous-looking cross from Hendrie at the other end was well caught by O'Hara.
Thomas stayed down after falling awkwardly on his back as the fourth official signalled two added minutes to be played at the end of what had been a frustrating half for the home side.
The striker was passed fit to continue and with no further chances for either side before the break, the Mariners were left with a two-goal deficit.
No further changes were made before the restart and the visitors beegan the seecond half on the attack, albeit without creating any clear chances in the early stages.
Wilson was booked for a foul on Embleton near the halfway line, before a spell of Town presure which started with Vernam on the right and continued after a cross-shot was blocked. A patient build-up afterwards eventually led to the ball dropping for Ring on the edge of the box but his shot lacked direction.
A free kick came when Ring was fouled midway inside the Macclesfield half and before it was taken, the second Town change saw Ahkeem Rose replace Pringle.
The free kick eventually turned into a corner on the right and Embleton's delivery was put behin for another one. This time, the ball to the near post was cleared for a throw-in.
Another Embleton corner was headed away by defender Nathan Cameron, then a good move down the right saw Embleton find Ahkeem Rose but his chipped cross was gathered by O'Hara.
Famewo was forced off after picking up an injury on 69 minutes and his place was taken by Ohman, who came on for his Town debut.
Macclesfield then had two big chances within a minute as first, a header by Marsh from a free kick was brilliantly pushed away by McKeown, then Wilsn found himself free inside the box but his shot did not have enough power to take it into the net and the ball was scrambled clear.
A low ball into the box by Emblton had a vital touch on it to take it away from Thomas as the Mariners kept looking for a way back into the game.
A better chance came when a great through-ball by Mitch Rose found Thomas inside the penalty area but his shot was blocked by O'Hara.
Ring was shown the yellow card for a foul on Marsh on the halfway line as the away side looked to break.
And as the clock ticked down, it was Macclesfield who looked to be creating the better openings, with Callum Maycock firing well wide from the edge of the box.
A Town corner on 88 minutes was headed back to Embleton, with the return ball into the box caught by O'Hara.
Three added minutes were playe at the end of the game and the visitors were able to see out the remainder of the time before celebrating their win.
The Mariners now head into a difficult-looking sequence of matches, starting with the short trip to Lincoln City on Saturday.
1 James McKeown (C)
27 Luke Hendrie
3 Sebastian Ring
2 Reece Hall-Johnson
12 Akin Famewo
15 Harry Clifton
18 Charles Vernam
7 Jake Hessenthaler
30 Ben Pringle
39 Wes Thomas
22 Elliot Embleton
23 Sam Russell
5 Ludvig Öhman
11 Jordan Cook
8 Mitch Rose
4 John Welsh
16 Martyn Woolford
21 Ahkeem Rose
1 Kieran O'Hara
2 Jared Hodgkiss
14 Miles Welch-Hayes
5 Fiacre Kelleher (C)
27 Nathan Cameron
18 Callum Maycock
22 Koby Arthur
24 Michael Rose
8 Tyrone Marsh
9 Scott Wilson
10 Harry Smith
28 Emmanuel Idem
3 David Fitzpatrick
6 Jamie Grimes
4 Keith Lowe
29 Ebo Andoh
20 Peter Vincenti
Referee: Sebastian Stockbridge
Attendance: 4,694 (140)