BLACKPOOL fell to their second defeat in two pre-season games against Oldham on Saturday.
Goals either side of the break from Matt Smith and David Mellor handed the Latics the win.
Billy Clarke did manage to pull a goal back for the Seasiders on 83 minutes, but it was too little-too-late for Pool who used 27 players on the day.
Manager Ian Holloway, who used the game as a fitness exercise, handed a debut to new signing Barry Ferguson in the midfield.
Pool gifted Oldham the lead on only three minutes. Matt Smith somehow found himself totally unmarked in the Blackpool box before heading on a Keiron Lee cross.
Half-time saw Pool change their whole starting eleven, with a debut for youngster Josh Egan who joined from Cheltenham this summer in midfield.
On 70 minutes the travelling supporters witnessed the rare event of subs being subbed as Holloway brought on a further six players.
Stephen Husband and Bojan Djordjic among the players withdrawn after only 25 minutes on the pitch.
And moments later Oldham doubled their lead when David Mellor whipped a 20-yard free kick into the corner giving Mark Halstead no chance in the Pool goal.
The Seasiders got themselves back into the game with their first goal of pre season on 83 minutes.
Paul Bignot, who joined on Friday from Newport, burst down the right before cutting back a superb ball into the path of Billy Clarke who buried it from just inside the box.
Blackpool born youngster Tom Barkhuizen probably should have levelled it in the dying moments, but he failed to keep his shot down after Clarke picked him out in the box.
Pool 1st half: Gilks, Crainey, Southern, Eardley, Evatt, Ormerod, Phillips, Taylor-Fletcher, Grandin, Ferguson, Baptiste
Pool 2nd half: Halstead, Eastham (Bignot), Harris, Cathcart, Hill, Husband (Dodd), Sylvestre, Egan (Tomsett), Clarke, Almond (Barkhuizen) , Djordjic (Bruna).
Att: 1854 (384 away)