Ed Upson bagged a brace as MK Dons earned an important three points on the road at Coventry City.
Paul Downing and Darren Potter replaced Jack Hendry and Ben Reeves in the starting XI for the clash at the Ricoh Arena.
The Dons started firmly on the front foot and Kieran Agard got in behind as early as the third minute but he couldn’t direct the bouncing ball past keeper Lee Burge.
Coventry grew into the game as it ticked past the 10-minute mark and Ben Stevenson went close with a curling effort from 25 yards.
That sparked a more end-to-end encounter, with Samir Carruthers seeing a cross dealt with and Gael Bigirimana shooting narrowly over from the edge of the box.
It was the hosts who started to look the more likely to break the deadlock and the tricky Jodi Jones really should’ve given them the lead on 26 minutes but he dragged his shot wide from 12 yards.
However, at the other end, a George Baldock cross caused problems in the home side’s box with them only scrambling it away at the last with Daniel Powell and Ed Upson lurking.
The latter came close to giving the Dons the lead on 33 minutes when he pounced on the ball, drove past two challenges and sent a long-range effort just over the bar.
He went one better just two minutes later, perfectly placing a header into the corner after initially playing the ball to captain Dean Lewington and then meeting the pinpoint cross.
The lead didn’t last long, though, as David Martin’s miss-hit clearance was superbly turned home from 30 yards by Stevenson on 38 minutes.
That lifted Coventry but the Dons almost restored their lead on the counter attack at the start of the second half but after reaching the ball first and outmuscling his marker, Powell’s shot skimmed the top of the bar when he was through on goal.
Dean Bowditch then saw a shot blocked while, at the other end, the impressive Paul Downing was in the right place at the right time to clear before Dion Kelly-Evans sent an effort well wide.
With just over 20 minutes remaining, a well-worked corner presented a good opportunity for Wales international Joe Walsh, who directed his header not too far over the hosts’ bar from 12 yards.
Coventry countered and a long ball was won by Marcus Tudgay, who then burst forward before seeing a low drive deflect wide of the right-hand post.
The Dons hit back and, shortly after being introduced, Ryan Colclough threatened down the left with some fancy footwork and an effort which flashed across the goal.
Coventry were reduced to 10 men on 74 minutes when Stevenson was dismissed for a lunge on Lewington, and that sparked a flurry of poor challenges from the hosts, with Kelly-Evans and Jodi Jones both being shown yellow cards.
The Dons made their man advantage count on 80 minutes when Upson coolly finished into the bottom corner from 12 yards after Lewington’s shot had deflected into his path.
Downing headed over a Reeves corner before the lively Colclough forced a save from Lee Burge down to his right as the men from MK1 looked to make it 3-1.
Starting XI: Martin; Baldock, Downing, Walsh, Lewington (c); Potter, Upson, Carruthers (Reeves 75); Agard (Aneke 86), Powell (Colclough 69), Bowditch.
Unused subs: Nicholls (GK), GB Williams, Hendry, GC Williams.
Goals: Upson (35, 80).