Two late goals saw Gillingham Reserves comeback to beat Palace Reserves 3-2 on Wednesay night at Hayes Lane, Bromley.
The Kent club fielded an inexperienced side, with a back four made up of one year professionals.
Palace started brightly and took the lead after just four minutes. Striker, Simon Thomas, manged to peel off from his marker and head home a far post cross.
Shortly after and it should have been two. Good work down the left from Lee Hills allowed Victor Moses a shot on goal, but he fired narrowly wide from close range.
Gillingham, after seeing out the early pressure, restored parity in the 18th minute. Striker Andy Pugh was brought down in the penalty area by Eagles keeper, Darryl Flahavan, and fellow striker, Luis Cumbers converted the spot kick.
But Palace regained the lead five minutes from half time when Rhoys Wiggins had his intital save well blocked by keeper Alan Julian, however the ball fell nicely to Leandre Griffit who made not mistake from close range.
At half time, Gills manager Mark Stimson made some tactical changes which saw Joao Carlos replace Tyrone Berry and it had an almost immediate impact. On 52, the substitute was brought down on the edge of the area by Johnny Ertl. Midfielder, Stuart Lewis stepped up and smashed a free kick just wide.
But then, things went wrong for the Palace reserves. Two goals in the final five minutes of the match would seal the game for the visitors.
The first was through Luis Cumbers who bagged his second when he sprinted on to a long ball over the top and fired past Flahavan into the top corner.
The second, and eventual winner, came from Andy Pugh. The young striker capitalised on a mistake by Graeme Edwards and broke clear of the defence. Flahavan rushed out to close the angle, but Pugh smartly chipped the Eagles goal keeper.