The attraction of the Lamar Hunt U.S. Open Cup is that it gives amateur soccer teams the chance to compete with professionals.

Of course the Union didn't find things very attractive in the 89th minute of Tuesday's Open Cup game when the visiting Ocean City Nor'easters tied the score.

The Union quickly saved face when Brian Carroll headed in a Sebastien Le Toux corner in second- half stoppage time to earn a 2-1 win over the amateur Nor'easters at PPL Park in Chester.

It was the Union's first Open Cup game this season, and the third for Ocean City, a member of the Premier Development League. The Union move to the fourth round on June 12 for a road game against familiar MLS foe D.C. United.

Ocean City is made up of current college players or recent graduates, and the Nor'easters didn't play back on their heels.

As the game was winding down, the Nor'easters stunned the crowd when Emmanuel Kollie tied the score off a scramble in front of the net.

"It's the best feeling ever scoring against a pro team," said Kollie, a Father Judge graduate who will be a junior at Syracuse.

With the game winding down, Ocean City sent everybody at the net.

"They crowded the box and had a lot of bodies and it was hard to get through open lanes and I got mixed up in it," Union keeper Zac MacMath said.

After a scoreless first half, Union forward Jack McInerney did what he does against the professionals and amateurs alike - score a big goal.

McInerney, tied for the MLS lead with nine goals and leading with five game-winners, scored in the 49th minute.

The Union forward may never get an easier goal. Le Toux's cross from the right side went by keeper Brian Billings. Standing alone at the far post, McInerney simply tapped the ball in.

Leading up to this game, the Union insisted they would take things seriously and they kept their word, having most of their regulars in the starting lineup. Rookie Leo Fernandes, who has played exactly one minute of MLS action, was the only deep sub to start for the Union. He may have earned himself more time.

Coming off Saturday's 5-3 loss at Montreal, team manager John Hackworth may have been attempting to right the ship, regardless of the competition.

"Some MLS teams use this to get guys who didn't play some action, but we wanted to win," McInerney said. "It says a lot about them to put our first team out there and them to hold us scoreless for [almost] 50 minutes."