Pahang were stunned 4-1 by Premier League side Penang at the City Stadium.
The Malaysia Cup defending champions had no answers as Failee Ghazali inspired the Panthers to a hard fought win.
The host started the match with intent with skipper Rafiuddin having two tries in the opening three minutes.
Hafiz Kamal saw his effort twarted by Remezey Che Ros two minutes later. R. Gopinathan thought he had won a penalty in the sixth minute but the official waved play on.
Dickson Nwakaeme looks set to put Pahang ahead in the 32nd minute but his shot hit the side netting while Gopinathan could not execute a finish to an attacking move started by the Nigerian two minutes later.
Yet, it was penang who went ahead first through Failee in the 38th minute, only to see Nwakaeme equalise three minutes later.
Failee doubled his tally just a minute after the break. He could have sealed a hattrick in the 51st minute but his effort was off target.
A Nwakaeme-led Pahang attack looked at ways to claw back into the match but Azinee Taib only made it harder for the Elephants in the 80th minute, making it 3-1.
Goncalves made it 4-1 in the 83rd minute.