Two goals in the last 15 minutes meant Hartlepool United fell to a 4-2 defeat at home to Huddersfield Town on Tuesday afternoon in the EFL Youth Alliance.
Ian McGuckin made one change to the team that defeated second-placed Burton Albion at the weekend, with Louis Stephenson slotting in at right-back after recent involvement with the first team.
Pools started on the front foot, creating chances through Millen Burnett and Eddie Ormerod, but the first real break fell Huddersfield's way on 22 minutes. Their high press saw Oliver Calland snatch possession in the final third before playing Hazeem Bakre, but the forward's snapshot flew over the bar.
At the other end, McGuckin's side took the lead with 26 on the clock. Max Storey retained possession in close quarters and, after evading three challenges, stuck the ball low into the bottom corner.
Huddersfield were quick to respond, though, as Aaron Ojungu's long ball was brought down by Bakre before he fired into the far corner to make it 1-1.
And only a minute later, Huddersfield took the lead. Calland fed Bakre inside the box who turned two men and drove an effort past Jake Wilkinson in the Pools goal.
Pools created two good chances to level before the break. Chris Lynn's free-kick was nodded over by Campbell Darcy inside the six-yard box, while Burnett went on a menacing run past three defenders before being stopped by the Town keeper.
The second half continued in manic fashion. Bakre, in search of his hat-trick, clipped the inside of the post for Huddersfield while Lynn narrowly missed the top corner with a Pools free-kick.
Alfie Steel also fired over the bar from close-range, before Pools eventually got their leveller through Storey on 67 minutes. The attacker was played through by Joe Kitching and showed perfect accuracy from a wide angle.
Ten minutes later, the visitors made it 3-2. Bakre turned provider and fed Danny Isaac, who coolly slotted low into the back of the net.
And deep into added time, Huddersfield wrapped the game up. Pools threw bodies forward for a corner, but Bakre sparked a counter-attack and bagged his third of the game as the referee called time.
Pools now get ready for the return fixture, away to Huddersfield on Saturday morning.
Pools: Wilkinson, Stephenson, Lynn, Berry, Darcy, Grundle, Burnett (Aungiers 75), Kitching, Steel (McBride 75), Ormerod, Storey
Subs (not used): Duthie, White