Two goals inside six second-half minutes took Hartlepool United into the first round of the FA Cup.
At half-time, Pools looked like facing humiliation with South Shields leading the fourth qualifying round 1-0.
Top scorer Carl Finnigan had given Shields the lead with a good 26th-minute goal.
But Pools hit back, Devante Rodney scoring his first of the season in the 53rd minute with Nicky Deverdics powering a 58th-minute free-kick past the keeper.
Pools started the brighter of the two sides, attacking with purpose, with Nicky Featherstone pulling the strings in midfield.
Munns had a shot blocked on 12 minutes and soon after Rodney put the ball over from close range after Laing had got his head to Munns' corner.#
Shields soon got a foothold in the game and took a 26th-minute lead. Jon Shaw's free-kick from half-way was chested down by FINNIGAN.
The top scorer controlled, turned and beat Loach with his left-foot shot.
South Shields should have doubled the lead in the 39th minute. Julio Arca found Finnigan, with Loach saving well. But the ball found its way to Pattiso who had the goal at his mercy but Loach came out to make a brilliant save.
Pattison was unucky in the last minute of the half when he cut in onto his right foot and his shot from the edge of the area came off Coach's bar, with Cogdon going wide seconds later with his left foot.
Pools needed to up their game in the second half and it took them less than six minutes to pull level.
Franks attacked down the left and as Shields struggled to clear, the ball fell nicely to RODNEY who rolled his shot into the keeper's bottom left corner.
And Norton was beaten again in the 58th minute.
Pools won a free-kick 25 yards out and there was only one man to take it, DEVERDICS driving his left-footer beyond the wall and into Norton's right corner.
Loach rescued Pools with another good save from Finnighan in the 63rd minute, but Pools held on to take victory.
FULL-TIME: SOUTH SHIELDS 1 HARTLEPOOL UNITED 2
South Shields: Norton, Baxter, Callaghan, Shaw, Morse, Arca, Smith, Briggs, Cogdon, Pattison, Finnigan.
Subs: Connell, Nicholson, Stephenson, Richardson, Sullivan, Lough, Storey,
Goal: Finnigan 26
Booked: Richardson 87
Pools: Loach, Ledger, Harrison, Laing, Deverdics, Featherstone, Woods, Munns, Franks, Oates, Rodney.
Subs: Catterick, Adams, Richardson, Hawkins, Thorne, Simpson.
Goals: Rodney 53, Deverdics 58
Booked: Hawkins 89