The 1937/38 season was yet another that will be best remembered for Yeovil's exploits in the F.A. Cup, the Third Round being reached once again.

In the Southern League, the Club rose to fourth position in the League and reached the final of the Southern League Cup before losing to Colchester United 4-3 on aggregate.

After defeating Radstock Town and Ipswich Town in the previous two rounds of the F.A. Cup, Yeovil entertained Gainsborough Trinity in the 2nd Round. After clearing snow from the pitch and gaining a narrow victory, the news came through that manager David Halliday had been appointed manager of Aberdeen. However, he would stay in charge until after the next match in the F.A. Cup - away to Manchester United, then a Second Division team.

The attendance at Old Trafford was 49,000, the second largest 'gate' in the country that day. Yeovil held them until ten minutes into the second half, when three goals in twenty minutes put Yeovil out. Consolation, however, lay in a share of the gate money (totalling £3,035) of £1,283. After the match, winger Charlie Smith was transferred to Aberdeen for £350.

Halliday's departure saw Bill Kingdom take over at Huish. A half-back, he had spent nine seasons with Aston Villa and two with Southampton.

The 1938/39 season marked the growth of the Southern League to 23 teams, even though Ipswich Town had departed for the Football League leaving their reserve side to take their place. The other newcomers were Gillingham, Arsenal Reserves, Cardiff City Reserves, Chelmsford City and Worcester City.

At a board meeting held on 7th February 1938, the first of many plans to level Huish was discussed - the pitch sloped six feet along the halfway line and eight foot from one corner to another but, as happened so many times afterwards, the practicality and cost of such a scheme made this impossible.

The Southern League Cup proved to be an anti-climax after reaching the final the previous season, Yeovil going out in the 1st Round to Swindon Town Reserves at the County Ground. The F.A. Cup was another story, however, for the Third Round was reached for the second season in succession. Results:

The meeting between Sheffield Wednesday (already three times F.A. Cup winners and six times League Champions) and Yeovil on Saturday, 7th January, 1939, was the tie that all the country was talking about that day. The game was almost called off, but scores of men worked on the Hillsborough pitch throughout the previous day and on the morning of the match shovelling snow away. Fifteen tons of sand were used and - happily for the 300 supporters who travelled to Sheffield - the game went ahead.

With the score standing at 1-1 and time running out, Yeovil could have won the game. Jimmy Graham, the Yeovil centre-forward, raced through Wednesday's defence and - when he was expected to shoot - he crossed the ball to outside-left Dave Laing, who was standing unmarked in front of goal. To the horror of the Yeovil team and their supporters, the ball stuck in the mud between the two forwards and was then cleared. The crowd of 24,466 gave the Yeovil team a standing ovation at the end of the game and the Press was full of admiration for the way Yeovil had played.

There were amazing scenes in Yeovil for the replay the following Thursday afternoon, when the winners would earn the right to entertain Chester. All roads leading to Huish were choked with would-be spectators, thousands of people bringing their mid-day meals with them, and every inch of accommodation inside the ground was jam-packed long before the kick-off. Such were the scenes of enthusiasm that there might well have been a tragedy for, from the Queen Street end, came the ominous rending of timber and metal as the shelter sagged under the weight of spectators on top. Underneath were packed thousands of spectators powerless to move. Fortunately the police were able to clear the shelter without any serious injuries and it was discovered the roof had split from one end to the other!

The match was played on a heavy surface and Yeovil held Wednesday to 1-1 until well into the second half, when the visitors' stamina turned out to be the deciding factor with Napier scoring the winning goal. The record crowd of 14,329 left the ground full of praises for Billy Kingdom and his team ... and a BBC commentator said the Club should change its name to Yeovil & Peppers United as they were hot stuff!!