Brown Ferguson's late header gave Stenhousemuir victory at Stranraer in the first round of the Ramsdens Cup.
Stranraer had the first chance after 10 minutes but Craig Malcolm's drive was well saved by Callum Reidford.
Stenhousemuir came close to breaking the deadlock midway through the first half when Eric Paton's free-kick cannoned off the crossbar.
The visitors took the lead 10 minutes later when Kevin McKinlay sent in a pinpoint cross, leaving John Gemmell a simple header from close range.
Stranraer equalised with 20 minutes to go, Sean Winter heading high into the net from six yards.
However, Stenhousemuir grabbed the winner five minutes from the end when Gemmell nodded the ball across the box to the unmarked Ferguson whose low header gave the goalkeeper no chance.
Stranraer: David Mitchell, Kinnaird, McKeown, Staunton, Dunlop, Winter, Gallagher, Christopher Aitken, Borris,Malcolm (Moore 68), Love. Subs Not Used: Cadwell, Agnew, Rafferty, Forde.
Booked: Love,Gallagher. Goals: Winter 71.
Stenhousemuir: Reidford, Ross, McMillan, Buist, McKinlay, Hodge, Paton, Ferguson, Rodgers (Darren Smith 76), Dickson, Gemmell. Subs Not Used: Shaw, Iain Thomson, Brash, Kean.
Booked: Rodgers, McKinlay. Goals: Gemmell 36, Ferguson 86.
Ref: Des Roache