Fleetwood Town tamed the Lions but only just as they escaped a giant killing at non-league Guiseley.
Town boss Joey Barton wanted to name an unchanged side but that plan was foiled in the warm-up.
James Wallace was set to continue his partnership in the middle of the park with Dean Marney but an injury in the warm-up ended his night.
Youngster Nathan Sheron was thrown back into the mix the 21-year-old no stranger to non-league given spells on-loan at Southport and Chorley before his elevation to third tier first team football under Barton.
That was the only change Barton made from a side that beat Coventry 3-0 last time out in the league.
But despite naming a strong side it was the Lions who roared in the opening exchanges.
Kaine Felix had a whale of a time on the right flank in the opening stages beating James Husband numerous time and asking questions of the League One side.
Sheron was on hand to rescue Town as he thwarted Will Hatfield at the back stick after a probing ball in from that right flank.
Cairns has been in fine form in recent weeks and was on hand to make another strong stop as he tipped away Kingsley James' effort and then made a more comfortable stop to stop Rowan Liburd.
Town defender Ash Eastham started strongly and was instrumental in ensuring the hosts did not get the first goal their early pressure deserved, the Town centre half blocking a Purver effort as Town absorbed the pressure.
The National League North side were on top but it was Fleetwood who got that all important first goal.
Dean Marney had seen his set-piece batted away by Joe Green and Conor McAleny blasted way over.
But it was Town's top scorer Paddy Madden who did not need asking twice to move on to double figures for the term.
Just 10 years ago the two sides were competing in the same division but despite taking the lead you could not tell there were now 70 odd places separating Barton's now EFL side and the non-league Lions.
Though Madden's clinicality showed the gulf.
Fortune favoured Fleetwood with Wes Burns making it two with a freak goal just minutes later.
Jo Cummings put Green in trouble with his back pass and Town's press paid dividends Burns charging the ball down and it looped home.
But the Lions were not to be tamed.
A poor back pass at the other end from Eastham put Cairns in a tricky spot.
The keeper cleared under pressure but only straight to Alex Purver who took full advantage of the Town number one's slip to chip the ball home.
Fleetwood managed to get control of the game in the second 45 and managed to tame the Lions.
Will Thornton had the hosts best chance but he fired wide from an angle on the edge of the six yard box.
Ash Hunter gave Town a renewed spark when he was introduced.
And Town nearly got that game-killing third.
Ched Evans' effort was saved by Green but only diverted into the path of Madden.
The forward thought he'd made it 11 but his effort cannoned back down off the cross bar and clear.
Burns also diverted wide from close range late on but as Town failed to kill the game the Lions still tried a late fight back.
James looked certain to level in the 84th minute but Husband somehow managed to clear.
That block ensured that Fleetwood Town clinched a third round date with fellow League One side AFC Wimbledon as they managed to finally tame the Lions.
Fleetwood Town: Cairns, Coyle, Eastham, Morgan, Husband, Burns (Biggins, 90), Sheron, Marney , McAleny (Hunter, 74), Evans, Madden (Bolger, 86)Subs: P Jones, Holt, Bolger, Hunter, R Wallace, Garner, Biggins.
Guiseley: Green: Moyo, Thornton, Cummings, Halls (Clayton, 82), Purver, James, Hatfield (Walters, 73), Heaton, Felix (Walsh, 73), Liburd. Subs not used Worsnop, Smith, Harvey, Morrison.
Referee: Jon Busby.