Town put in a spirited and organised display against a very strong Manchester United side before eventually going out of the Capital One Cup at Old Trafford.
Tommy Oar went closest for Blues to getting on the scoresheet with a left foot drive just before the break, with United a goal up at the time thanks to Wayne Rooney’s 22nd minute strike.
Town enjoyed a good start to the second-half but Andreas Pereira extended United’s lead on the hour to all but book Louis van Gaal’s side a place in the next round and Anthony Martial wrapped up the scoring in the last minute.
Town made 11 changes to the side that drew with Birmingham on Friday, with manager Mick McCarthy having one eye on the home clash against Bristol City at the weekend.
Piotr Malarczyk was handed his first start for Blues, while Oar made his debut after joining the Club as a free agent last month. Daryl Murphy skippered the side for the first time.
United fielded a virtual full strength X1, with Rooney leading the line.
Bartosz Bialkowski was called into action to smother a 30 yard blast from Pereira, while at the other end David McGoldrick almost got on the end of Murphy’s touch.
United had a penalty claim when the ball appeared to hit Giles Coke’s arm but referee Simon Hooper wasn’t swayed, McGoldrick then trying to release Murphy over the top but David De Gea was equal to the task.
Ashley Young fired high and wide from distance as Town held the Premier League side at bay for the first 20 minutes, the 4800 travelling Blue Army in good voice.
The opener came two minutes later though, a terrific ball from Danny Blind and an equally good touch by Rooney left the England skipper in on goal and he made no mistake.
Blind sent Ander Herrera free with a 50 yard pass but the cross went straight at Bialkowski as United turned up the heat on Blues’ goal.
Town’s keeper saved from Juan Mata following Marouane Fellaini’s knockdown, Blind’s free-kick that worked so well against Liverpool recently, charged down by the blue line.
Murphy almost weaved his way past Chris Smalling, then Josh Yorwerth headed over from the resultant corner. McGoldrick wasn’t far away from getting on the end of Murphy’s header on, then Oar smashed a left foot effort from distance just wide as the half finished with Town still very much in the game.
Smalling cleared from Coke’s free-kick as the second-half got underway, McGoldrick unable to hit the target from Coke’s cross moments later as Town threatened an equaliser.
McGoldrick left Blind in his wake as he twisted and turned away from the Dutchman, before sending a wicked delivery across goal that invited a tap-in at the far post.
Town forced United back, Oar sending in a vicious free-kick that was half cleared by Fellaini, the Australian international firing the loose ball over from the edge of the area.
Antonio Valencia forced Bialkowski into a save lowdown but the Town ’keeper was picking the ball out of the net seconds later, Pereira curling a free-kick over the wall and into the net on the hour.
Bialkowski tipped over from a Mata piledriver before the United player made way for Martial, Phil Jones also joining the action for Smalling.
Martial jabbed a shot wide with his first touch as he looked to add to his impressive start to his Old Trafford career, while Pitman was denied by Jones as he galloped onto Sears’ pass.
Bialkowski saved with his feet from Pereira, Yorwerth then doing well to find his ‘keeper as Martial threatened a third. It came in the last minute through Martial but Town finished the 90 minutes with a warm ovation from the travelling fans echoing around Old Trafford.