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Maidstone limped out of the FA Trophy after a poor performance at lower-league Horsham.
They trailed to a Daniel Ajakaiye goal after two minutes and Reece Myles-Meekums doubled the Isthmian Premier side’s lead in the second half.
Ben Brookes scored a late penalty for the visitors but it’s Horsham who progress to round three.
Maidstone made four changes to the side who drew at Torquay on Tuesday night.
At least one was enforced following loanee Jon Benton’s recall by Solihull and subsequent move to Boreham Wood.
Captain Sam Corne and top scorer Aaron Blair were on the bench, while Tayt Trusty wasn’t in the squad.
Bivesh Gurung, Riley Court, Matt Bentley and Shaq Coulthirst were the players brought in.
Horsham had already beaten National League South opposition in this season’s FA Cup, defeating Dorking in that competition for the second year running.
They were tricky opponents and so it proved as Maidstone fell behind in just the second minute.
The goal came from a move down the right, with Lucas Rodrigues’ cross headed home by the lively Ajakaiye.
Boosted by the goal, the Hornets looked a yard quicker all over the pitch against a Stones side who couldn’t get going.
There was no rhythm, no pattern, no energy about the visitors’ play, with Horsham well on top, albeit without carving out loads of opportunities.
The Hornets might have doubled their lead, however, around the 20-minute mark when Ajakaiye ran on to a through ball and raced in on goal but Alexis Andre Jr made the save.
Maidstone had a big chance to equalise when the ball dropped to the unmarked Bentley a matter of yards out but he volleyed over the bar.
Temi Eweka sent a speculative effort over from 30 yards and George Fowler’s deflected effort hit the side-netting.
Maidstone made a better start to the second half but Horsham defended their box well and the first opening of the half fell to the hosts when Ajakaiye jinked his way into the box from Rodrigues’ pass, with Charlie Seaman making the block.
Court started a neat move involving Brookes and Antony Papadopoulos but when the ball came back to him on the edge of the area, he fired well over.
Stones boss George Elokobi turned to key men Corne and Blair in a bid to change the game and, shortly after, Sam Smith replaced Court in a change of system.
Corne brought more energy to the visitors’ play but a spell of Horsham pressure resulted in a second goal in the 74th minute, Myles-Meekums burying the loose ball after Andre Jr parried a Charles Hester-Cook strike.
There was hope for Maidstone in the 88th minute when Brookes scored from the penalty spot after a foul on Blair.
Five added minutes gave further cause for optimism but Horsham held on.
Horsham: Carey, Elliott, Philpot, Strange, Hester-Cook, Ajakaiye (Dickson 76mins), Brivio (Daly 79mins), Agyemang (Barker 69mins), Rodrigues (Fenelon 86mins), Myles-Meekums (Ogunwamide 85mins), Harding.
Maidstone: Andre Jr, Seaman, Fowler, Eweka, Brookes, Gurung, Papadopoulos (Wenham 76mins), Court (Smith 69mins), Bentley (Corne 64mins), Fonkeu (Blair 64mins), Coulthirst. Subs not used: Holden.
Referee: Jack Bloxham.
Attendance: 1,248.