Sheffield United booked their place in the Carling Cup second round but were made to fight by League Two Port Vale.
The home side took the lead when Lee Hendrie finished off a flowing counter-attack with a cool finish.
The visitors levelled when Luke Rodgers slid home to finish a rare Vale attack before Stephen Quinn smashed home a volley to restore their lead.
Danny Webber's last-minute penalty after David Cotterill was tripped by Sam Stockley secured their passage.
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Sheff Utd: Bennett, Kilgallon, Ehiogu, Armstrong, Geary, Cotterill, Hendrie (Naughton 84), Spring, Quinn, Henderson, Webber.
Subs Not Used: Kenny, Morgan, Stead, Montgomery, Sharp, Robertson.
Booked: Geary.
Goals: Hendrie 41, Quinn 71, Webber 90 pen.
Subs Not Used: Prosser, Martin, Glover, Lawrie.
Booked: Stockley.
Goals: Rodgers 53.
Att: 7,694.
Ref: Kevin Friend (Leicestershire).
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