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Gillingham found the going tough at Barrow in a battle between the play-off chasing teams.
Barrow striker Cole Stockton could have been dismissed after a poor early challenge but James Chester put the hosts in front late in the first half. Emile Acquah’s superb strike made it 2-0 after the break.
An ugly moment just before the end of the game saw Gillingham team-mates Hutton and Masterson both booked after the pair got into an argument which involved some pushing and shoving.
It was a sad end to a night which saw the Gills drop back out of the play-off positions.
Gillingham fans had made the long journey north in good spirits after back-to-back wins and there was a free drink waiting for them at the ground's sports bar courtesy of chairman Brad Galinson.
With just a point and a place separating the sides before kick-off, this was seen as a key match in the battle for a place inside the top seven.
Head coach Stephen Clemence named an unchanged side for the match against a Barrow team who had lost their previous three matches. The hosts certainly appeared to be fired up from the off.
A reckless challenge from Cole Stockton after just four minutes earned him a booking but it should have been a red after going in hard on Jonny Williams.
It wouldn’t be the first time that Williams was singled out for rough treatment by the hosts but it was certainly the worse of several heavy challenges on the Gillingham playmaker.
Kian Spence was also in the referee’s book after nine minutes following a poor challenge on Ethan Coleman.
The Gills struggled to find a way past the Barrow defence in the opening half, trailing by a goal and without an effort at goal as the teams went off at the break.
Barrow forward Acquah had a shot saved and hit another one wide while Spence blasted an angled effort across the face of the Gills goal.
Spence shot wide again before the hosts went ahead. A cross from Robbie Gotts was met by George Ray and Chester got to the loose ball first to prod it past Glenn Morris with five minutes of the half remaining.
Spence got in on the Gillingham goal early in the second half after Ethan Coleman was dispossessed but the resulting shot didn’t trouble Morris. Stockton put another effort wide as Acquah nodded the ball into his path.
Elliot Newby also fired wide after a run at goal for Barrow as the Gills continued to look for an opening of their own.
A second Barrow goal came in the 55th minute as Acquah out-muscled Ehmer to work an opening before curling the ball into the top corner from the edge of the box.
Tim Dieng’s headed effort from a Connor Mahoney free-kick was Gills’ first attempt at goal in the 63rd minute but the home keeper gathered with ease. Mahoney was one of three substitutions made with an hour gone.
More changes followed soon after as the Gills continued to search for a way into the match. Barrow invited some late pressure on their goal late on as they sat back on their 2-0 lead.
Remeao Hutton fired in a shot that keeper Paul Farman had to deal with on 85 minutes but the Gills were left frustrated on the night as they lacked the quality to undo the home side.
Hutton went close to scoring for the Gills in stoppage-time direct from a corner as the visitors finished with a flurry of flag-kicks without making them count.
League 2 table
Barrow: Farman, Chester, Ray, Canavan, Newby, Warren (Stephenson 73mins), Campbell, Spence (Whitfield 82mins), Gotts (Ogungbo 82mins), Acquah (Telford 82mins), Stockton (Foley 73mins). Sub not used: Lillis.
Gillingham: Morris, Masterson, Ehmer, Ogie, Hutton, Clark (Malone 60mins), Coleman (S Williams 60mins), Dieng, J Williams (Clarke 73mins), Nadesan (Mahoney 60mins), Hawkins (Walker 73mins). Subs not used: Turner, McKenzie.
Referee: Scott Tallis
Attendance: 3,044 (168 away)