A late strike from Ryan Hedges secured Barnsley's passage into the second round of the league cup following a 4-3 win over gallant Morecambe.
Hedges netted the injury time winner to finally see off the League Two outfit.
Paul Heckingbottom made three changes from the opening day loss to Bristol City with Ethan Pinnock and Matty Pearson making their debuts in place of Jason McCarthy and Adam Jackson and Adam Hammill replaced Alex Mowatt.
Barnsley settled quickly and were ahead after just two minutes when Ike Ugbo combined with George Moncur to slip in Bradshaw who finished clinically into the bottom corner.
Bradshaw came close to making it two when he got a touch to Hammill's inswinging cross but Morecambe 'keeper Daniel Nizic palmed his effort away.
Andrew Fleming had Morecambe's first effort and his long-range strike came very close to beating Adam Davies.
Ugbo then burst down the right to create Barnsley's second in the 22nd minute.
Ugbo cut back a cross which was turned in at the near post by Morecambe defender Mitchell Lund.
Bradshaw then forced a save out of Nizic and Potts headed Yiadom's cross at the 'keeper as Barnsley looked for a third before the break.
But it was the visitors celebrating before the half time whistle when former Oakwell trialist Sam Lavelle smashed in from a corner at the end of added time.
Barnsley restored their two goal cushion within seconds of the restart before Morecambe quickly fired back from the penalty spot.
Hammill set up Bradshaw for his second just moments after the restart with his cross being headed in by the Welshman.
But Morecambe fought back quickly and earned a penalty after referee Darren Bond spotted a foul in the box and skipper Michael Rose made no mistake.
Bradshaw had a great chance to seal his hat-trick but ballooned over from ten yards after Moncur's shot was pushed out to him. Morecambe still looked a threat and substitute Kevin Ellison broke free of Pearson before firing straight at Davies.
The 'keeper then had to tip over Vadaine Oliver's powerful strike.
The game should have been sealed by substitute Stefan Payne but he could not get a heavy enough touch on Potts' driven cross.
Morecambe got level for the first time in the match on 82 minutes when Garry Thompson's cross was touched in by Oliver.
Andy Yiadom tested Nizic in the final few minutes but it was down to substitute Hedges, who also netted against Bristol City, to seal victory with a curling effort from the edge of the box three minutes into the five added on.
Barnsley: Davies; Pearson, MacDonald, Pinnock, Yiadom, Potts (Hedges 89), Williams (Mowatt 89), Moncur, Hammill, Ugbo (Payne 77), Bradshaw. Unused: Townsend, McCarthy, Jackson, Mallan.
Morecambe: Nizic, Lund (Ellison 50), Lavelle, Kenyon; McGowan, Rose, Fleming, Brough; Campbell (Thompson 69); Oliver, Turner (Deakin 74). Unused: Roche, Conlan, Wildig, Brownsword.
Referee: Darren Bond (Lancashire).
