League Two Aldershot caused a big shock in their first round clash at West Ham as they claimed a 2-1 win.
Junior Stanislas had given The Hammers the lead after just 18-minutes, but West Ham were reduced to ten-men when youngster Callum McNaughton was sent-off for a professional foul.
Aldershot took advantage and levelled through Luke Guttridge on 78 minutes.
The winner then came from Danny Hylton as he fired home in the final-minute to give Dean Holdsworth's men the victory.
And the other first round clash saw another upset as Bristol City went out 1-0 to Swindon Town.
Paolo Di Canio's men won the West Country derby late on at Ashton Gate with Raffaele De Vita grabbing his first goal for the club.
Liverpool eased into the third round of the Carling Cup with a 3-1 win over League One Exeter City at St James' Park.
Luis Suarez started the match and opened the scoring just 23 minutes in. Early second-half goals from Maxi Rodriguez and Andy Carroll put the tie beyond doubt.
Exeter did manage to get on the score-sheet with Daniel Nardiello converting a penalty he won himself, with ten-minutes left.
Blackburn made light work of their clash with Sheffield Wednesday as they claimed a 3-1 win at Ewood Park.
The match was all but over within the opening ten minutes as Rovers raced into a three-goal lead.
Spaniard Reuben Rochina scored two goals in two minutes before David Goodwillie converted his first for Rovers after just seven minutes.
Clinton Morrison pulled one back for Wednesday just after the break but it was no more than a mere consolation.
Bolton and Everton both came from behind at home to seal their places in the third round.
Bolton went behind at The Reebok Stadium as League Two Macclesfield Town scored just 11 minutes in through Emile Sinclair.
But Bolton managed to level on the hour mark as Tuncay Sanli marked his debut with a goal.
The winner came not long after as Bulgarian winger Martin Petrov found the net.
Everton overcame Sheffield United 3-1 at Goodison Park, but they also went behind.
Richard Cresswell opened the scoring on 28 minutes for the League One side, but he turned villain just moments later as he put through his own net to equalise for Everton.
Eveton had the win sealed before half-time thanks to quick-fire goals from Victor Anichebe and Mikel Arteta.
Two first-half goals gave 2004 Carling Cup winners Middlesbrough a 2-0 win at Peterborough.
Barry Robson opened the scoring just four minutes in before Seb Hines headed home to seal victory.