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Gillingham let slip a one goal lead during a frantic second 45 minutes at Crawley.
Crawley had most of the first half chances but a goalless first-half was followed by an explosive start to the second.
Danny Kedwell put the Gills ahead before Gary Alexander’s red card left Crawley with it all to do.
A dismissal for Gills’ Charlie Lee, however, was followed by a Crawley equaliser from Kyle McFadzean.
Billy Clarke then scored twice either side of a Leon Legge goal as Crawley turned the match on its head.
Gills boss Martin Allen had brought Danny Kedwell and Adebayo Akinfenwa back into attack, to replace Antonio German and an absent Cody McDonald.
Lee was also back in the starting XI, as the man chosen to replace Michael Harriman at right-back.
The Gills were thankful to some good saves from Stuart Nelson in the opening half hour to keep Crawley out.
Leon Legge was forced to throw his body into a shot from tricky winer Nicky Adams, after a miss-kick from Lee let the Crawley man in with a close-range effort.
Lee was kept busy by Adams and went into the book after a foul on the Crawley man. He was one of three Gillingham players to go into the book in the first 45 minutes, as Danny Kedwell and Chris Whelpdale also miss-timed tackles.
Nelson was in the right place at the right time to block a free header from Crawley striker Gary Alexander, after James Hurst put in a cross behind the defence.
The Gills keeper was also on hand to save from Billy Clarke. He got in on goal after Gills skipper Adam Barrett ducked under a ball forward, expecting Nelson, rather than Clarke, to be lurking behind him.
Akinfenwa made way for Myles Weston after half an hour, as the Gills changed shape, leaving Kedwell upfront on his own. The departing Gills striker made it clear what he thought of the decision, as he snubbed manager Martin Allen’s handshake and went straight for the changing rooms.
Akinfenwa had earlier stung the hands of home keeper Paul Jones, but he was largely untroubled in the half. Just before the break Weston, who had seen plenty of the ball in his brief first half appearance, smashed a shot just wide.
With just a minute gone of the first half the Gills went ahead. Weston picked out Kedwell in the box and as he tried to turn defender McFadzean and was fouled. Kedwell stepped up to smash the penalty into the roof of the net, past Jones.
With 52 minutes gone Crawley were then down to 10 men, when home striker Gary Alexander was given a straight red card for a challenge on Leon Legge.
But just a minute later Gillingham’s Lee was also sent off, for a second bookable offence, as he again tangled with Adams. From the resulting free-kick the ball came out to McFadzean and he slammed home the equaliser.
There was a brief lull in proceedings, before Josh Simpson fired a good chance over, while at the other end Weston curled a shot just wide.
Crawley completed the turnaround when they took a 66 minute lead. Adams smacked a free-kick against the post and Clarke was the quickest to react. With Nelson on the floor he had a simple finish from close-range.
It was all-square again three minutes later when a low cross found Legge inside the box, after good work on the right by Bradley Dack, and he got just enough on it to see the ball bobble over the line.
The action was unrelenting and Nelson was on hand to save from Drury a minute later. He got down low and was thankful to see Clarke miss the follow-up on the stretch.
Gillingham had to play the final 15 minutes without Legge, as he went off injured, to be replaced by development player Devante McKain. With Whelpdale playing right-back it was certainly an unfamiliar back-line.
With nine minutes left Clarke struck again. With Gillingham’s defence backing off he picked his spot and fired into the roof of the net.
Home keeper Jones made a fantastic save to prevent McFadzean’s clearance going into his own net as the clock ticked down. Six minutes of added-on time wasn’t enough for the Gills, as they suffered defeat.
Gillingham: Nelson, Martin, Lee, Legge (McKain 76mins), Barrett, Gregory, Dack, Hollands (Linganzi 63mins), Whelpdale, Kedwell, Akinfenwa (Weston 32mins). Subs not used: Allen, German, Howard, Butcher.
Crawley: P.Jones, Hurst, Sadler, Connolly, McFadzean, Drury (Proctor 72mins), Simpson, Bulman, Adams (Torres 87mins), Alexander, Clarke (Sinclair 90mins). Subs not used: Maddison, Essam, Rooney, Torres.
Attendance: 3,984