Chesterfield’s youth team came back from 1-0 down at the break to beat Walsall 3-1 in the first round of the FA Youth Cup at the Proact.
Charlie Wakefield, Owen Darwent and Joe Rowley (pen) scored for the young Spireites.
Walsall had the better of the first half, but Chesterfield produced a much improved second-half display and deserved to progress in the competition.
When Tobias Hayles-Docherty delivered a low cross from the right-hand byline which was met by Cameron Peters at the near post, Spireites keeper Dylan Parkin got down smartly to smother the effort.
Walsall took the lead four minutes before the break when Will Shorrock broke into the area and squared to Ethan Freemantle who scored with ease.
The Spireites equalised in the opening minute of the second half when Wakefield found some space in the left-hand side of the area and produced a good, angled finish.
After Rowley had an effort cleared off the line, Darwent (54) scored with a rasping drive following a corner.
Freemantle tried a low shot from distance which lacked the power to test Parkin.
Chesterfield were awarded a penalty in the 68th minute when Ricky German was brought down by keeper Brandon Ganley and Rowley duly despatched his effort from the spot.
Walsall threatened to pull a goal back with Parkin saving a shot from Peters and Joe Cairns heading wide, but the young Spireites held firm to advance to the next round.
Spireites: Parkin, Ofoegbu, Wakefield, Taylor, Smith, Fowler, Lynam (Sennett-Neilson 85), Rowley, German (Tipping 82), Darwent (McKenna 82), Hand.
Unused subs: Jones, Phillips.