Preston North End bowed out of the FA Youth Cup at the fifth round stage at the hands of Bury at Deepdale.
After beating Norwich and Charlton in previous rounds - clubs with category one and two academies respectively - the PNE youngsters found it tough going against a Shakers side who are a category three academy like themselves.
Two second-half goals in quick succession sent the visitors through to the quarter finals of the competition where they will face Liverpool or Wigan Athletic.
Bright Amoateng, just on as a substitute, fired Bury in front in the 63rd minute with a great low finish from just inside the box.
It was an advantage doubled by Femi Seriki less than three minutes later, with North End unable to find a way back.
They didn't particularly threaten all game and Bury were thoroughly deserving of their victory.
The Preston starting XI was unchanged from the one which had beaten Norwich 3-0 in the fourth round last month, it featuring Ethan Walker, Adam O'Reilly and Jack Baxter who were all in the first-team squad over Christmas.
Walker threatened early on, his shot charged down in the box after he'd run from midfield to set up the opening.
The winger cut inside from the left in the 13th minute and got a shot away, one which went straight at Shakers goalkeeper Mark Edwards-Williams.
Bury found their feet and started to play their way into the game, going on to have the better of the first-half.
Seriki's angled shot from the right hand side of the box was well saved by Jimmy Corcoran, the PNE keeper pushing it across goal and out beyond the far post.
There was a let-off for Preston in the 27th minute when Corcoran dived to parry a low drive from Bury skipper Joe Adams.
Lincoln McFayden was first to the loose ball and played it back to his keeper who, still on the floor, grabbed it.
Bury were awarded an indirect free-kick on the edge of the six-yard box, North End lining-up nine players on the goalline.
The free-kick was tapped sideways to Callum Hulme, his shot charged down by two of the players in the wall and cleared.
Just past the half-hour mark, Walker's surging run took him to the edge of the box where he had a shot.
It hit a Bury defender and looped towards Louis Potts who sent a header over the bar.
After the interval, Jack Hatton and Adams both put shots from outside the box too high, while at the other end, Walker was off target with a free-kick from 25 yards.
Two Bury goals in the space of three minutes took the game away from North End.
In the 63rd minute, a free-kick from the Bury right skimmed the head of Bury centre-half Sam Allardyce and dropped out of the box on the other side.
But substitute Amoateng chased it, cut back into the box and drilled an excellent low right-foot shot past Corcoran into the far bottom corner.
Seriki doubled the lead in the 66th minute with a shot from 10 yards after he'd been picked out by Aaron Skinner's pull back.
PNE: Corcoran, Simmons, Earl, McFayden, Coulton, Baxter, O'Reilly, Dolan, Pollard (Jolly 66), Walker, Potts (Brannigan 77). Subs (not used): Ngongo, McManus, Cottam.
Bury: Edwards-Williams, Hatton, Allardyce, Shotton, Jones, Seriki, Skinner, Hulme, Adams, Hill (Copping 72), Brown (Amoateng 58). Subs (not used): Ondoa, Collins, Jones.
Referee: Aaron Bannister