Super-sub Graeme Bell bagged the only goal as Third Division Annan Athletic toppled Livingston in the first round of the Ramsdens Challenge Cup.
Bell came off the bench as part of a double change just after the hour mark, and with 16 minutes remaining he drilled home a superb 25-yard shot.
The tie was the first game to be played on Annan's new synthetic turf playing surface.
Livingston, who suffered an early blow when Iain Russell limped off injured after 24 minutes, struggled to create chances, although Marc McNulty was denied by a fine save from Alex Mitchell in the 64th minute.
Annan Athletic: Alex Mitchell, Blake, McGowan, Swinglehurst, Thorburn, Love (Bell 62), Chaplain, McKechnie, Murray, Daly (McGachie 76), Ramage (Steele 62). Subs Not Used: Summersgill, Jardine.
Booked: Blake, McKechnie. Goals: Bell 74.
Livingston: McNeil, McCann, Watson, Fordyce, McDonald, Robert Barr (Downie 78), Andreu, Keaghan Jacobs (Iain Russell 24), Scougall, McNulty, Morton (Beaumont 75). Subs Not Used: Ross Docherty, Hurst.
Ref: Paul Robertson