Manchester City suffered a surprise exit from the League Cup on Tuesday as Aston Villa clinched a 4-2 third round win at Eastlands, while Chelsea welcomed back controversial captain John Terry with a 6-0 rout of Wolves.
City manager Roberto Mancini made 11 changes from the side held to a 1-1 draw by Arsenal on Sunday and the Premier League champions weren't able to win with their stand-ins.
Italian striker Mario Balotelli fired City ahead in the 27th minute, but Villa equalised in the 59th minute when their former midfielder Gareth Barry deflected the ball into his own net.
City regained the lead when Aleksandar Kolarov clipped a free-kick past Shay Given in the 64th minute, but Gabriel Agbonlahor restored parity six minutes later.
And in the sixth minute of extra-time, Agbonlahor fired in a shot that City goalkeeper Costel Pantilimon couldn't hold and Charles N'Zogbia was on hand to slot home before Agbonalahor completed the upset with seven minutes remaining.
At Stamford Bridge, Terry skippered Chelsea just hours after appearing at the second day of the FA disciplinary hearing into charges he racially abused QPR defender Anton Ferdinand last October.
It took Chelsea just four minutes to welcome Terry back as his central defensive partner Gary Cahill headed home from Juan Mata's free-kick.
Ryan Bertrand doubled Chelsea's lead with a close-range finish four minutes later and Mata increased the hosts' advantage when he slotted home in the 17th minute.
Oriol Romeu bagged his first Chelsea goal with a penalty after Victor Moses was fouled by Wolves goalkeeper Dorus de Vries in the 53rd minute.
A Fernando Torres header five minutes later piled on the misery for Wolves, who conceded for the sixth time when Victor Moses, a Â£9 million signing from Wigan last month, claimed his first goal for Chelsea in the 71st minute.
"We wanted John to start," Chelsea assistant manager Eddie Newton said. "We had a phone call saying he was making his way back from the FA nice and early.
"We'd covered all the bases, all the scenarios, and the best one happened."
Leeds caused the biggest upset of the night as the Championship club defeated Everton 2-1 at Elland Road.
Toffees boss David Moyes made six changes to the side that beat Swansea 3-0, but his reserves weren't up to the task.
Aidan White rocked Everton in the fourth minute as the Republic of Ireland Under-21 international weaved his way past several challenges before curling a shot past Jan Mucha.
Everton squandered several chances to equalise before Rodolph Austin poked home Danny Pugh's pass in the 70th minute and Sylvain Distin's 81st minute goal was too late to spark a comeback.
"The atmosphere and the rain made it a real old fashioned cup tie," Leeds boss Neil Warnock said. "We deserved it and we should have scored two or three other goals."
Wigan recovered from a goal down to claim an impressive 4-1 win at West Ham.
Modibo Maiga's powerful strike put West Ham ahead in the seventh minute, but Wigan striker Mauro Boselli equalised from close-range in the 14th minute.
Ivan Ramis blasted his first goal for the Latics from long range in the 38th minute.
Boselli struck again four minutes before the break and Jordi Gomez added an 84th minute penalty.
Southampton eased to a 2-0 victory over Championship strugglers Sheffield Wednesday at St Mary's thanks to two goals from striker Jay Rodriguez.
Sunderland saw off League One outfit Milton Keynes Dons 2-0 despite playing over half the match with 10 men following Lee Cattermole's red card.
Craig Gardner and James McClean got the goals for the Black Cats.
Swansea avoided an embarrassing exit at League One side Crawley as Michael Laudrup's team fought back to win 3-2.