Burnley edged out Grimsby following a spot of penalty kick drama at Blundell Park to earn their place in round two.

James O'Connor was the hero in a 4-2 shoot-out success after Andy Gray's late goal dragged the Clarets back from the dead.

Following 90 goalless minutes Town looked to have extinguished the Clarets fate when Danny North scored the Mariners 7,000th goal early into extra time.

But in the 107th minute Gray, who scored the winner against WBA at the weekend, pounced for the second time in four days to set up the shoot-out.

Robbie Blake, Gray and Alan Mahon all found the target from 12 yards, with just Jon Harley seeing his penalty saved.

And after Brian Jensen saved Nick Fenton's effort - after Ciaran Toner had earlier blazed over - O'Connor stepped up to settle the outcome.

Manager Steve Cotterill had promised a shake-up for the first round trip to the East coast.

And true to his word, the Clarets boss plundered his squad to make nine changes to the side that beat WBA.

Only Stephen Jordan and skipper for the night Michael Duff retained their places in the starting line-up.

Jordan again began at left back, allowing new signing David Unsworth to make his Burnley bow at centre back.

Elsewhere, it was all change with the front six all starting their first competitive game of the season and Kyle Lafferty and Steve Jones playing wide to support Akinbiyi.

The opening quarter hour was a cagey affair, with no real chances. And when the Clarets earned a free kick in a dangerous position on the right, Alan Mahon's inswinger was just too high for Unsworth.

But in the 17th minute Mahon himself had the first real opportunity. A Grimsby mistake allowed him to pounce on the edge of the area, but after taking as touch and opening up his body he curled the ball harmlessly wide on his favoured left side.

Unsworth's crunching challenge soon killed dead all hope Isaiah Rankin had of breaking clear of the Clarets defence.

Another Mahon free kick was deflected for a corner just before the half hour, but still neither goalkeeper had been tested.

And Rankin ensured that statistic would not change when he got his feet in a tangle form Town's best chance soon after.

Finally, Jensen was forced into action eight minutes before the break, making a routine save low to his left form Peter Till's weak volley.

That sparked Burnley into action and they almost grabbed the lead from an unlikely source. Akinbiyi fed Stephen Foster on the right and the defender advanced to fire in a daisy-cutter that Phil Barnes held well at his far post.

HT GRIMSBY 0 BURNLEY 0

There were no changes at the break for Burnley, who comfortably held the League One hosts at arms length in the opening 45 minutes.

And another typically rugged challenge by the faultless Unsworth soon denied Rankin an early opportunity to break the deadlock.

Akinbiyi flashed a cross-cum-shot across the Mariners goal in Burnley's first foray forward.

But most of the early pressure was coming from Alan Buckley's side, who forced a series of corners that ultimately came to nothing.

James O'Connor's mistake then handed Paul Bolland the chance to fire narrowly over Jensen's crossbar.

Town came closer still just after the hour mark. Ciaran Toner showed silky footwork and swing over a let wing cross that evaded everyone, startled Jensen and smacked off the post and to safety.

That was the signal for the Clarets to make a double substitution - Akinbiyi and Lafferty making way for fellow strikers Andy Gray and Robbie Blake.

Unsworth picked up a debut booking almost immediately for a tackle from behind.

And there was immediate controversy at the other end when Gray's first real touch of note took him past Barnes wide on the left, whereupon the Mariners goalkeeper took out the Clarets striker.

Referee Clive Oliver immediately showed Barnes the yellow card, when the ruling of denying a goalscoring opportunity must have been a borderline decision for the Northumberland official.

To rub salt in Burnley's wounds, the resulting free kick saw Mahon's looping effort tipped over at full stretch by the fortuitous Barnes.

But Burnley had sounded their own intent and suddenly this first round tie found moved up several gears.

Town were not to be outdone, however, and following a sweeping move upfield Boshell was sent clear, only to be denied by Jensen's feet.

Jensen then parried Toner's skidder inside the final minute, before saving smartly from Danny North to force extra time.

A visibly tiring Unsworth was replaced by Jon Harley as the players took a well-earned break.

And in the 96th minute, the deadlock was finally broken. North got in behind the Clarets defence and coolly walked around Jensen to slot the ball into an empty net.

North looked to seal it in the dying moments of first half stoppage time, but Jensen superbly turned his long range effort onto the crossbar to keep the Clarets hopes alive.

And with renewed hope, the Clarets struck back two minutes into the final 15. Blake was the architect, sliding Gray in on the right side of the area and the in-form striker made no mistake to slot home from 10 yards.

The Mariners were suddenly all at sea and Steve Jones should have wrapped things up when he ballooned over from inside the six-yard box.

Instead, the game went to the lottery of penalties ? and the rest is history.

Burnley: Jensen, Foster, Duff, Jordan, Unsworth (Harley 90), Jones, J O'Connor, Spicer, Mahon, Lafferty (Blake 65), Akinbiyi (Gray 65)
Subs: Elliott, Berisha.

Booked: Unsworth 67

Grimsby: Barnes, Bennett, Whittle, Fenton, Newey, Till (Bore 111), Boshell, Bolland, Hunt (Jones 74), Toner, Rankin (North 59).
Subs: Clarke, Montgomery.

Ref: C Oliver

Att: 2,431 (371 Burnley)