Matlock edged home in a fantastic match against the rams who included four players with first team experience at the Reynolds Stadium on Monday night.
There were five goals, a host of scrapes at both ends, some top class goalkeeping from Matlock's Jon Kennedy and some excellent passing moves from both sides, all of which ensured that the 554 crowd got value for money.
Derby's first team players were all attackers as Theo Robinson partnered Callum Ball who has just broken into the Rams' championship squad. On the flanks were the Pole Tomasz Cwyka and Lee Croft.
Matlock gave a trial to striker Tyeisse Nightingale, formerly with Hucknall Town who had also had brief spells with both Alfreton Town and Eastwood town in Blue Square North.
And it was the trialist who gave Matlock an 11th minute lead, heading in from close range after James Knowles had nodded Adam Yates' deep cross back across goal. Nightingale was proving to be a handful for the young Derby defence who nearly conceded again when Knowles turned sharply to see his drive blocked and Nightingale headed inches over, but the assistant's offside flag was up in any case.
Kennedy's first great stop of the night came from Robinson who had latched on to an error by Ben Algar. Seconds later in the 16th minute that save or miss looked to be costly as JAMES LUKIC rose like a salmon to powerfully head in a pin point free kick from Chris Bettney.
Derby were huffing and puffing at this stage as the Gladiators held the upper hand. Set pieces were causing the visitors problems as goalkeeper James Severn had to advance off his line to strain to meet another testing Bettney free kick.
Soon the Rams had burst into life as Kennedy saved at the double from Robinson. Then in a scramble which saw the ball deflect off Simon Sturdy and on to a post, Kennedy grabbed possession.
But two goals in two minutes had the game dramatically all square at the interval. CWYKA profitted from Ball's assist to breeze beyond Lukic and crash a thumping drive past Kennedy on 34 minutes. Then midfielder Keilan Dillion's slide rule pass dissected the Matlock rearguard leaving ROBINSON free to pick his spot. Kennedy again was left helpless.
Derby might have unbelievably gone in front as Kennedy brilliantly clawed aside a sizzling free kick from Cwyka before denying Ball. Matlock meanwhile had lost Nightingale with an ankle injury which saw him on crutches after the match.
A bad decision by Robinson saw him pass towards Alex witham when the former Millwall man was clear on goal. Adam Yates saved the day with a fine interception. Then it was Severn's turn to shine as he kept out an effort from substitute Lee Whittington who then lifted his shot well too high after a right wing centre reared up at him.
But it was third time lucky for Whittington on 57 minutes, with Derby again being punished from a dead ball situation. again it was Lukic meeting a Bettney free kick which Severn could only push out to the waiting WHITTINGTON who prodded in.
Kennedy showed just why he once played for the England non league side with a string of quality saves, one reminiscent of the Gordon Banks stop from Pele in the 1970 World Cup.
But it was only the woodwork which prevented a fourth Matlock goal late on as Steve Warne robbed Aaron Cole on the left to cut in and thud his shot against the foot of the near post. Then Ben Hunter flashed a rising shot past the other upright.
Matlock had to work hard for their win as both sides were applauded off the arena after an absorbing contest.
MATLOCK TOWN: Jon Kennedy, Adam Yates (Ben Turner 80), B en Algar. Liam King, Simon Sturdy, James Lukic, Chris Bettney (Steve Warne 72), James Knowles (Ben Hunter 63), Tyeisse Nightingale (Lee Whittington 44), Kris Bowler, Ryan Mallon (Will Kendall 82). Other subs: Kris Witcombe, Aaron Stirland.
REFEREE: N Hopton (Derby) ATTENDANCE: 554 STAR MAN: Jon Kennedy
