Rugby Town went out of the Red Insure Cup with a 3-2 defeat in a re-arranged game at Redditch United.
A crowd of 96 saw an eighth minute lob from Sterling-James give Redditch the lead and then score twice within a minute through Ahenkorah in the 32nd minute and Headley a minute later.
In the 36th minute, Valley responded when Sam Young headed in from close range following Kelly's deep free-kick.
Youngs scored a second in the 48th minute when he curled into the net from a Moses-Garvey's layoff but Rugby could not get a third and went out of the competition at the seocnd round stage.
Rugby: Cooper, Myles, Kelly, Gudger, Rowley, Moses-Garvey, Marsden, O'Grady, Marsden, Piggon, Lake-Gaskin.