Millwall Lionesses slipped out of the the FA Women's Premier League Cup as goals from Jennifer Beatttie and Jayne Ludlow secured victory for holders Arsenal.
Ellie Stenning and Victoria Boardman were still sidelined though injury - leaving manager Aidan Boxall to again make changes to his side with Leah Jones and Meghan McKeag returning, whilst young talent Jordan Butler came in to the squad.
The visitors took an early lead after eight minutes when Gemma Davidson despatched a free-kick, and defender Beattie stole in at the far post to flick a deft header past keeper Claire Lacey.
However some sound defending by The Lionesses combined with a real ding-dong battle in midfield frustrated the vsiitors, who were restricted to long-range efforts - but neither Rachel Yankey or Davidson were able to penetrate the home goal for a second time.
After the break Arsenal bombard the Millwall goal with an early spate of attacks which saw Helen Lander shoot wide, head over the bar and then hit the post with a low drive following a smart pass from Scottish International Kim Little.
Full back Dionne Lennon made a last ditch tackle to deny Arsenal and Wales captain Ludlow who was just about to pull the trigger from six yards to again deny the lively Gunners a chance to extend their lead.
On the hour the Millwall bench made a change with Leah Jones replacing Angela Kiobel in an attempt to add some potencty up front - but it was Arsenal who continued to threaten.
Yankey glanced past two defenders and unleashed a ferocious shot that appeared to hit the back of the net but then bounce out again after hitting the stanchion. Yankey and Katie Chapman were both booked for their protests to referee Peter Smith, who waived away their appeals.
Davidson then hit the woodwork with a low strike, with Sinead Boyer's superbly timed interception denying Little the opportunity to slam home the rebound.
The visitors finally grabbed a second goal to kill off the plucky Lionesses with five minutes remaining courtesy of Ludlow's header from a Niamh Fahey cross.
Millwall are next in action at Eden Park Avenue this Sunday, 11th October, when they entertain Everton LFC in The FA Women's Premier League (2pm).
Millwall Lionesses: Claire Lacey, Dionne Lennon, Sarah Jones, Sinead Boyer, Charlotte Gurr, Carly Eagles, Meghan McKeag, Emma Beckett, Ann-Marie Heatherson, Lindsey Morgan, Angela Kiobel (Leah Jones). Subs not used, Rebecca Tweed, Lauren Phillips, Jordan Butler