Benington produced a dramatic late fight-back to edge past previously unbeaten Scunthorpe League Premier Division pacesetters Limestone Rangers in the Mason Bros Lincs Junior Cup.
The hosts had fallen behind midway through the second half, but got back on level terms with seven minutes remaining through Tim Bell.
They then stunned their opponents by snatching victory in injury-time with a rare headed goal from Gavin Bell, following a long throw from Tom Baxter.
Old Leake produced a brave performance at Pinchbeck United before eventually going down 2-0.
Former Wyberton player Mark Thompson was on the scoresheet for Pinchbeck.
Coningsby turned in a superb performance in their home tie against Lincs League Skegness United, before going down 4-3 due to an extra-time winner.
The Boston League side stormed into a 3-0 lead and looked to be heading for a surprise victory, but Skegness pulled two goals back before the break.
They levelled the scores late on to take the match into extra time.
Coningsby’s fantastic efforts were finally dashed in the extra time period when Skegness snatched a dramatic winner to go through to the next round 4-3.
Fishtoft provided stiffer opposition at Swineshead, following their 8-1 drubbing four weeks earlier.
This time round, Swineshead had to pull out all the stops to squeeze through to the next round following a 3-2 home win.
Fishtoft led 2-0 through Neil Allen and Nicky Wyles, but the Tutes won the contest thanks to Rob Masters, Jack Houghton and Kieran Rose.
Both teams had a player sent off.
It was a high five for Lincs League Wyberton as they defeated Hogsthorpe Chapel Swifts 5-0 at the Causeway, Daniel Maddison (two) Grant Butler, Daniel White and Chris Shipley netting.
Ian Jacquest struck a hat-trick for Pointon in their 7-3 home win against Broughton Colts. Nathan Wilson grabbed a double and Mason Hardy grabbed the other goal.
Billinghay Athletic crashed out at home to Horncastle Town following an 8-1 trouncing.
Jasper Caudwell scored The Billinghay goal.
Luke Llewelyn hit a hat-trick for Ruskington Rovers in their 5-2 home win against Scotter United.
Liam Tait and Ashley Farmer also got on the scoresheet for the home side.
Rippingale & Folkingham pulled out of their trip to Scunthorpe to take on Appleby Frodingham.