The New England Revolution were eliminated from U.S. Open Cup by Louisville City on Tuesday night, losing 3-2 to to the United Soccer League side in the round of 32.
Mark Segbres had the Major League Soccer visitors in front on five minutes, but the hosts were level soon after when Oscar Jimenez turned home a Brian Ownby cross.
Pat McMahon then gifted the Revs their second with an own goal, but once again Louisville drew level when Cameron Lancaster smashed home a shot from outside the penalty area before half-time.
And Ownby put his team up for good just past the hour mark, beating New England keeper Brad Knighton with another long-range shot to secure the win for James O'Connor's team.
D.C. United needed penalty kicks to see off their USL opposition, beating North Carolina FC 4-3 on spot kicks after the match ended 1-1 following regular and extra time.
Ian Harkes opened the scoring, but NCFC rallied when Marios Lomis netted in the 83rd minute to force 30 more minutes and penalties as D.C. advanced to the last-16.
In Tuesday's other match, the Philadelphia Union overwhelmed the Richmond Kickers by a final score of 5-0.
Goals from Jack Elliott, David Accam, Anthony Fontana, Marcus Epps and Jay Simpson all came before the 50-minute mark as Jim Curtin's side eased to victory.