Chesterfield ended their FA Cup run for this season with a 5-3 penalty shoot-out loss at Walsall, after a dogged 0-0 draw through 120 minutes.
A goal-less second half followed with the Spireites impressing with their application, the better side as the teams headed into extra time.
No goals followed in extra time, and with Walsall netting all five of their penalty shoot-out spot kicks, Sam Morsy's miss meant the Spireites slipped cruelly out of the FA Cup.
Chesterfield caretaker manager Mark Smith made three changes from the team that played at Bury last Saturday with Dan Gardner, Jay O’Shea and Lee Novak coming in for Sam Hird, Sylvan Ebanks-Blake and Dion Donohue.
The Spireites changed from a 3-5-2 formation to a 4-4-2 with Liam O’Neil moving to right-back after playing in central midfield in their last match against Bury.
The Saddlers made the better start to the game and got the first shot on target in the game in the second minute when the ball bobbled to Romaine Sawyers 20-yards out from goal and produced a smart save from Tommy Lee to his right-hand side to palm the ball away.
The tenth minute produced the first real attack for Chesterfield when Mani Dieseruvwe and O’Shea linked up well on the left wing and the winger produced a good cross which was just missed by Lee Novak in the box.
It took the Spireites until the 31st minute to get their first shot on target when Ollie Banks swept in a free kick from the left hand side and Ian Evatt, on his 200th appearance for the Spireites, headed towards the bottom left corner but it was easily dealt with by Walsall goalkeeper Neil Etheridge.
Chesterfield took a while to get going after the restart but got their first opportunity when Banks delivered a freekick into the penalty area which Evatt headed back across goal towards Dieseruvwe, who headed a tame effort straight into the hands of Etheridge.
The 334 away supporters for the Spireites were nearly rewarded for their travels in the 54th minute when great build-up play between the Chesterfield forwards gave O’Shea space on the edge of the box which just went wide of the top corner.
Walsall had a great opportunity to win the tie in the dying minutes when Kieron Morris cut inside from the right-hand side but could only shoot straight at the goalkeeper.
Opportunities were few and far between in the first period of extra-time for both sides apart from a good chance for The Saddlers in the 93rd minute when Milan Lalkovic was set free down the right wing which went just wide of the bottom left corner of Etheridge’s goal.
The Spireites had an excellent chance to score early in the second half of the extra-time when Novak delivered a cross from the right which was met by Sylvan Ebanks-Blake who headed well over from eight yards out.
In the 21st minute of extra time, Walsall captain Adam Chambers shot from 30-yards out from goal which deflected just wide of Lee’s left hand post.
The Saddlers followed that up by hitting the bar just two minutes later through a well-struck effort from Jason Demetriou but couldn’t convert which meant the game went to a penalty shoot-out.
Chesterfield were unlucky to lose out on penalties when the second penalty taker Sam Morsy was the unfortunate player to send his spot-kick high over the bar and all of Walsall’s five penalty takers scored which sent the Spireites out of the FA Cup at the second round stage, 5-3 on penalties.
Chesterfield: Lee (gk) - Talbot, Evatt, Raglan, O'Neil - Gardner (Ariyibi 46'), Morsy (c), Banks (Donohue 103'), O'Shea - Novak, Dieseruvwe (Ebanks-Blake 77')
Attendance: 2,953 (334 away fans)