Arsenal are through to the quarter finals of the Carling Cup following a slender 1-0 win over 10-man Everton.
The Toffees were forced to play much of the game a man light after James McFadden was sent off for arguing with referee Graham Poll.
Despite being a man down Everton battled on bravely but finally succumbed late on thanks to Emmanuel Adebayor's header.
The contest started at a frantic pace with Tim Cahill narrowly escaping a booking for a thunderous challenge on Armand Traore.
Everton struck back and keeper Manuel Almunia was down injured after appearing to be caught by McFadden from Leon Osman's left wing cross.
Jeremie Aliadiere was given a rare start for The Gunners and he should have done better after blazing wide after being given plenty of space to run into.
The talking point of the first half then came when McFadden lambasted Poll for not giving Everton a penalty after Andy Johnson went down in the box.
Poll did not take kindly to McFadden's outburst on 19 minutes and he produced a straight red to the former Motherwell man.
Shortly after Tim Howard collected Denilson's long-range drive, Joseph Yobo was heading just wide at the other end from Mikel Arteta's corner.
Everton were almost ahead in fortunate circumstances, but Nuno Valente's tackle sent the ball looping just over Almunia's crossbar from all of 30 yards.
The chances continued to come thick and fast and shortly after Almunia held Cahill's first-time shot from Johnson's lay-off, Walcott lashed Mathieu Flamini's lofted pass over the bar.
Arsenal should have been ahead before the break but Howard produced a superb point-blank save from Adebayor from Walcott's precise right-wing cross.
Almunia was replaced by Arsene Wenger at the interval and one of substitute Mart Poom's first tasks was to keep out Johnson's left-footed drive.
Despite having a man less, Everton were continuing to go in with the challenges and shortly after Valente crunched Denilson, the Brazilian was forced out of the action.
Everton appealed for another penalty when Johnson went down in the box under a challenge from Philippe Senderos, but again Poll waved away their appeals.
Arsenal struck back and following a lengthy period of pressure the visitors finally made the breakthrough thanks to Adebayor's header on 85 minutes.
Flamini swung in a corner from the left-hand side and Adebayor was for once totally unmarked in the middle and he made no mistake by heading into the far corner.
Arsenal should have made the result secure in injury time, but Aliadiere blazed his shot over the bar with only Howard to beat on the edge of the area.
Everton were close to bagging an equaliser with Johnson heading just wide seconds after Poom spilled Arteta's free-kick with the last action of the game.
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