Barry Town United fell victim to a Welsh Cup giantkilling after a 2-1 defeat to CPD Y Rhyl in the quarter finals.
Ollie Hulbert struck early with his 15th goal of the season, but Steve Jenkins' men let the lead slip as Mo Ali and Archie Jones sent the second-tier Lillywhites into the last four.
Manager Steve Jenkins named two changes from last week's league defeat at The New Saints - with Josh Bernard and Dan Barton returning in place of Callum Sainty and Will Richards.
Robbie Willmott was handed the captain's armband in the absence of regular skipper Sainty, following the death of his father.
Barry's hopes of winning a first Welsh Cup since 2003 had looked plentiful in one of the most open competitions in recent seasons.
They took advantage of a bright start at Belle Vue as Ieuan Owen nodded on a throw-in into the path of Hulbert, who teed up in front of Rhyl keeper Alex Swindell to take the lead after seven minutes.
The Lillywhites took time to settle and seemingly enjoyed more of the chances that followed with George Ratcliffe forced into a fine save by top scorer Jack Parry from the edge of the box.
Bernard's long-range cross to Owen was met with a glancing header which landed in the top of the netting while Swindell was on hand to deny Ben Margetson's header from a Willmott setpiece.
But Rhyl drew level on 38 minutes when Ben Lawrence beat a Barry defender before his long-range cross was flicked on superbly by Ali at close range into the top corner.
A nervy, yet pacey start to the second half nearly saw Rhyl go in front from a Dan Atkins volley, which was palmed away by Ratcliffe.
The game became more bogged down in midfield for a while before on 68 minutes, Barton lost possession in midfield to Billy Holmes, who set up Archie Jones' half volley into an empty net to hand Rhyl the lead.
Nerves shifted to panic as Barry launched wave after wave of attack in the closing minutes for an equaliser.
Dan Smith blasted the ball over the bar after Bernard was again denied by Swindell while Ben Margetson struck the far post and followed up with a bicycle kick which went desperately wide as Barry saw their cup run come to a frustrating end and Rhyl celebrated their biggest triumph since the phoenix club was formed in 2020.
It's back to the Cymru Premier next Saturday when Steve Jenkins' men look for their first win in Phase Two at home to Colwyn Bay - the start of a busy month which also includes the Nathaniel MG Cup final against The New Saints on 28th February.
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Caerau Ely's hopes of a first semi-final appearance were dashed after losing 3-1 to third-tier Bangor City 1876.
Dan Griffiths equalised for the Young Guns after the prolific Cai Powell-Roberts put the Ardal North West club ahead in front of a 2,800-strong crowd at Nantporth. But Corrig McGonigle quickly restored City's lead before Dylan Summers-Jones got their third just before the hour.
The semi-final line-up is completed by two more teams from the North Wales Coast - Flint Town United of the Cymru Premier beat Anglesey club Trearddur Bay 3-0 while Caernarfon Town cruised through with a 4-1 win over Colwyn Bay in front of over 1200 fans.
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