Derby County scored twice in three minutes to fight back from 2-0 down and earn a replay at St Mary's Stadium against Premier League Southampton.
Nathan Redmond scored early in each half to give the Saints what looked like a comfortable lead but Jack Marriott's volley and then a long-range beauty from Tom Lawrence earned a share of the spoils.
It was just reward for Derby who worked hard to get back into the game, their first-half possession proving fruitless which looked to prove costly when Saints got their second, but despite both sides missing great chances to win the game a draw would be a fair outcome.
It didn't take long for the visitors to get into gear as they led inside four minutes. Redmond found space on the edge of the box and his low shot was heading for one corner before being turned into the other by a sliding Richard Keogh. It was most likely Redmond's goal as it was on its way in.
Derby took 13 minutes to get a shot on goal but it wasn't a very good one, Craig Bryson's 25-yard half volley well wide of the target, and it was a further nine minutes before Max Lowe received the ball in the penalty area but again fired horribly wide.
The Rams could have led on the half-hour as after a mistake in the Saints midfield, Bryson sent Marriott through but he was crowded out and forced to check back and when the ball then broke to Duane Holmes, his low shot was straight at Angus Gunn in goal.
Debutant Callum Slattery shot low at Kelle Roos from distance on 41 minutes in what was a rare Saints effort on goal, then from the corner, Jack Stephens was inches away from making it two from James Ward-Prowse's low cross.
Holmes shot just wide from a Marriott pull back just before the break but half-time would arrive with the Rams behind but by no means out of it.
That changed very soon as Saints started the second-half as they had the first. Redmond this time received the ball 25 yards out and he curled a fine effort past a statuesque Roos and into the top corner.
Derby, however, got themselves back in the game on 58 minutes. Breaking into the penalty area, Lawrence flicked the ball up for Marriott to volley into the corner of the net.
And three minutes later the Rams were level. Lawrence this time was the scorer, as he broke forward and unleashed a beauty from 25 yards that flew past Gunn.
Southampton should have been back in front on 67 as Charlie Austin's cross was headed straight at Roos by Mohamed Elyounoussi, then Ward-Prowse fired over in a good position after a Redmond knock down.
The Rams were looking most likely to win it and sub Martyn Waghorn shot straight at Gunn with two minutes to go, then in stoppage time Redmond's low drive was parried away by Roos.
The last, and best, chance came with the last kick, as Marriott was found by Waghorn's knock down but blasted over the bar when he should have scored and a share of the spoils would be the outcome.
Derby: Roos, Bryson, Tomori, Keogh (c), Lawrence (Waghorn 81), Marriott, Evans, Holmes (Jozefzoon 88), Lowe, Bogle, Bird (Nugent 52)
Subs not used: Carson, Wisdom, Mount, Huddlestone
Southampton: Gunn, Soares, Vestergaard, Stephens, Long, Austin (Johnson 79), Elyounoussi (Barnes 71) Ward-Prowse (c), Redmond, Targett, Slattery
Subs not used: McCarthy, Romeu, Bednarek, Valery, Ramsay
Ref: Oliver Langford