The Chesterfield youth team came within a whisker of getting to the final of the Midland Floodlit Cup on Tuesday night, losing on penalties to Shrewsbury Town.
The Spireites had taken the lead through Jake Beesley in the first half before being pegged back, and Beesley seemed to have won the game with a second half second, before the Shrews levelled again late on, the match finishing 2-2 in normal time.
The drama continued in extra time, substitute Tom Jarrold being sent off and the Shrews earning a penalty - only for Spireites 'keeper Dylan Parkin to save the spot kick.
However, the hosting Shrews had more luck from 12 yards in the penalty shoot-out, winning 4-3 to go through to the final.
Coach Mark Smith reflected on the match and what his side will take from the game: "We're looking to the positive, very much so. It was a decent game and I thought Shrewsbury were decent opposition. With regards to individuals learning, they will learn because they were playing against better players.
"As a collective we spent quite a bit of time out of possession so we improved in sliding our formation, blocking off areas, defending deep and working on things we practice during the week.
"We got pegged back once but then went again, got our noses in front and if we had just seen out a routine corner we might have come away with a victory, but it wasn't to be.
"We then spent 25 minutes in extra time down to ten men and the organisation and the spirit we showed was excellent, so there were plenty of positives to take from the match."
Despite being top of the league table Smith has recently been concerned that his side's performances have been in decline, but though his side exited the cup he was happier with the way his side went about the match.
"I thought some individual performances were better," said Smith. "You've always got to be looking for the performance earning the result, and this time we actually played well without getting the result. I'd rather have it that way round as the players will learn more.
"You could see the intensity there after the game had ended, now we've had the setback and it will be full steam ahead now to go on and try to win the league."
Chesterfield team: Parkin (gk), Hudson, Holmes, Maguire, Massey, Sugden, Coy, Milner, Daly, Fowodu, Beesley
Subs: Jarrold, Randle, Morrison.