Walsall suffered their first league defeat since the end of September as Harrogate Town earned all three points at the Banks’s Stadium.
Simon Weaver’s side opened the scoring in the first half through Simon Power before second half goals from Jack Diamond and Luke Armstrong took the game away from the Saddlers.
Substitute Kieran Phillips netted for the hosts but it came too late to stage a comeback.
Head Coach Matt Taylor made seven changes to the team that faced Forest Green in midweek.
Carl Rushworth, Hayden White, Manny Monthe, George Miller, Emmanuel Osadebe, Jack Earing and Tyrese Shade all came into the XI with Jack Rose, Tom Leak, Ash Taylor, Alfie Bates, Otis Khan and Phillips dropping out.
Joss Labadie, who also played on Wednesday, was serving a one-match ban for an accumulation of yellow cards so was unable to feature.
The opening 15 minutes saw little in terms of chances for both teams.
The visitors took the lead on 20 minutes when Jack Diamond laid a free-kick off to Power who bent the ball into the bottom corner.
It was a moment of frustration for the Saddlers players who were aggrieved with the award of the free-kick against Osadebe who looked to have won the ball.
The Saddlers responded well to going behind and created a couple of half-chances moments after the goal with a header from Rollin Menayese and a shot from Osadebe.
Brendan Kiernan, facing his former club for the first time since his summer departure, tried his luck from just outside the area after he won the ball on the left but his shot was straight at Mark Oxley.
Walsall enjoyed plenty of possession towards the end of the half but couldn’t find an opening and they trailed at the break.
Taylor made a change at half time as he introduced Khan in place of Sam Perry.
The Saddlers continued to dominate the possession but couldn’t find a way past a stubborn Harrogate side.
It was the visitors who got the second goal though as Diamond broke free and was left with just Rushworth to beat and he applied the finish from close range.
Taylor reacted and made another change as Phillips replaced Kiernan.
The Sulphurites managed the game excellently in the second half as frustration grew for the hosts.
Harrogate put the game to bed with nine minutes to go when Armstrong finished off a good move with a close-range finish.
Walsall did get on the scoresheet when Menayese’s shot was beaten away by Oxley and Phillips pounced to convert the rebound but it proved to be no more than a consolation as Harrogate went home with all three points.