Blue Square Bet South surprise package Havant & Waterlooville led Premier League newcomers Blackpool 2-0 before the Seasiders fought back to win the Joma South West Challenge Cup at Bideford on Sunday afternoon.
An own goal from James Tyrell secured a 3-2 win for Ian Holloway's team after Charlie Adam and Jason Euell had hauled them level.
Havant were only playing in the final because Shrewsbury Town withdrew from the competition after winning Saturday`s semi final
But the Hawks put up a superb effort to take a shock 2-0 lead through Steve Ramsey and Mustapha Tiryaki (pictured).
Blackpool were well off the pace in the early stages as Tiryaki, Bobby Hopkinson and Sammy Igoe all tested goalkeeper Paul Rachubka.
Francis Jeffers and Brett Ormerod went close with headers for the Seasiders before the Hawks deservedly went ahead.
Tiryaki fired across goal and Ramsey bundled the ball home at the far post to reward their high-tempo start.
Igoe, impressive on the right side of midfield in the early stages, was forced off with injury after 19 minutes, handing a chance to Alex Baldachino. And the young substitute played a fine pass to Ramsey who raced clear, only to be denied by Rachubka.
With former Tiverton Town player Hopkinson full of energy in the midfield, Havant doubled their advantage on 36 minutes.
His burst into the box was only half stopped by Adam and Tiryaki pounced on the loose ball to fire past Rachubka.
Yet Blackpool were handed a life-line on the stroke of half-time as Alex Baptiste broke into the area and was clipped by Ian Simpemba. Adam tucked the penalty beyond the dive of Nathan Ashmore.
The Hawks` keeper was having an excellent game though, and early in the second half he made a stunning finger-tip save to keep out Adam's curling shot.
Ormerod and substitute Keith Southern were also denied by brave blocks from Ashmore as Blackpool's pressure started to grow.
Although the impressive Tiryaki saw a 20-yard snap-shot flash past Rachubka's near post, the Hawks were starting to feel the effects of their fourth game in five days.
In the 73rd minute their reliable defence was finally breached as substitute Gary Taylor-Fletcher crossed from the right and Euell scored with a diving header.
Just 8 minutes were left when Adam sent over another cross from the right and the unfortunate Tyrell saw his attempted interception loop beyond his own goalkeeper.
Even then, Havant refused to give in, and they forced one more chance as youngster Harvey White broke clear, only to be denied by Rachubka's block.
Winning an entertaining final was a fitting way for Blackpool to round off their stay in North Devon but now Ian Holloway and his players will be thinking about a far greater challenge - their debut season in the Premier League.
