Sam Tye's 98th-minute header won a dramatic five-goal thriller for Rugby Town at FC Stratford.
Rugby dominated throughout but were guilty of missing a string of chances including two first half penalties and were then stung by two counter-attack goals by the hosts but ultimately Valley found a way to get the three points..
There were returns to the Valley starting line-up for Jake Duffy and Ben Richards, with Sam Tye back on the bench having missed the Vase victory over Shawbury three days earlier through injury.
Town started well and they were awarded a penalty after just six minutes when Stratford keeper Sam Cooksey came flying off his line to take down Aaron Nuttall, after Charlie Tilley had threaded through a neat ball into the hosts' area.
However, Louis Samuels dragged his spot-kick wide of the post to save Cooksey's blushes.
Stratford full-back Zach McKenzie then burst from deep to breeze past a couple of Town players, before being denied by keeper Ash Bodycote, but it was mainly Rugby on the attack - with Nuttall causing the home defence all kinds of problems down the left-wing.
Rivel Mardenborough hit the post as the attempted to finish off a low Nuttall cross, with Samuels putting another wide delivery from him over the bar.
Lucinee Donzo's shot from distance went way over too, not long after the same Stratford player had almost capitalised on a weak defensive clearance from Richards.
A neat Town move ended with a Samuels' shot that was blocked away for a corner, before there was more misery from the spot for Valley after Cooksey was punished again for a rash challenge - this time on Mardenborough - following a heavy touch by the keeper to a straightforward looking back-pass.
Mardenborough picked himself up to take responsibility for the penalty this time, but he slipped as struck the ball and lifted it comfortably over as a result.
Nuttall then dragged one across the face of the goalmouth and wide as he continued to torment the home defence, before Tilley's strike from close range was blocked-out in a crowded six-yard box.
Harvey Westwood's weak shot from the edge of the box was easily gathered by Bodycote, with the final chance of the half seeing Kobe Hall send a free-kick comfortably high of the frame for the hosts.
Six minutes into the new period, Stratford took a surprise lead after a quick counter-attack saw Donzo finish off Aksum White's parried cross which prompted the introduction of Tye and Zidan Sutherland from the Town bench.
Both substitutes were quickly into the action with Tye playing in Sutherland to fire in a low shot which was saved by Cooksey.
Rugby's equaliser came on the hour mark when Nuttall's surge through the middle saw him release the ball to Mardenborough - who smashed the ball past the home keeper from the edge of the box.
It was all Town for the next twenty minutes or so, as they pushed hard for a third successive UCL victory.
Tye put a weak effort wide, and then he was through again from Mardenborough's pass, but he was just unable to get a shot off before being denied by a covering defender.
Tye also headed a Nuttall corner wide, as did Richards to a Duffy one, with another Town set-piece delivery from Stephan Morley causing more problems in the Stratford penalty area - with Richards, Mardenborough and Jake Wormleighton all unable to fully capitalise on this.
Wormleighton then headed Duffy's corner against the bar, although the referee had spotted an infringement, so it would not have counted anyway, before Valley's pressure finally paid off when Sutherland somehow squeezed the ball past McKenzie at his near post from Tye's assist with just seven minutes of normal time remaining.
The hosts responded well to the set-back though, and Toby Nicoll's diving header to Archie Bales' cross was narrowly off-target, before another quick counter from the hosts secured them what looked like a point in added-time when Daniel Atkins applied a downward header to McKenzie's centre.
However, there was still time for a Town winner with the clock on 98 minutes, with Tye perfectly meeting Duffy's corner to send the Valley faithful behind the goal back home in delight.
