Motherwell produced a stirring second half comeback to record their first Premiership win of the season.
The winning goal was a special moment for Liam Grimshaw as he scored his first ever goal for Motherwell.
The 26-year-old has just returned from a long-term illness and Grimshaw's delight was evident as he saluted the travelling contingent.
Tony Watt was a talisman for the 'Well throughout and he equalised on 48 minutes after Alan Forrest fired Livi ahead on 38 minutes.
Graham Alexander made four changes from the disappointing Premier Sports Cup defeat against Dundee last weekend.
Bevis Mugabi, Mark O'Hara, Justin Amaluzor and Tony Watt replaced Steven Lawless, Barry Maguire, Liam Donnelly and Connor Shields.
Livi boss David Martindale named an unchanged line-up from the penalty shoot-out win over St Mirren last weekend.
'Well boss Alexander deployed Liam Grimshaw as a central midfield with Mugabi playing at right-back in a surprising tactical change.
The visitors looked dangerous from the kick-off and Kaiyne Woolery's close-range flick forced Max Stryjek into a point blank low save.
Motherwell went close again on nine minutes after an excellent free-kick routine.
Callum Slattery received a short ball and picked out O'Hara's surging run in to the box.
The 25-year-old controlled the ball on his chest before unleashing a fizzing effort that whistled just past the post.
Livingston had the ball in the net on 17 minutes through Ayo Obileye but referee Craig Napier spotted an infringement and it was disallowed.
After an entertaining opening twenty minutes, the game settled down but Motherwell still impressed and dominated territory.
Tony Watt was adamant that he should have been awarded a penalty on 24 minutes after a physical contest in the box but referee Napier wasn't interested.
Despite having a lot of possession, Motherwell lacked the quality to find the final ball and they were punished on 38 minutes.
Moments after Amaluzor wasted an opportunity, Livi mounted an attack and Alan Forrest found the bottom-right corner with a low drive past Liam Kelly.
The hosts grew in confidence after Forrest's opener and Odin Bailey fired narrowly over the bar on 43 minutes.
Motherwell came flying out the traps after the break and they levelled through Tony Watt on 48 minutes.
From a short corner - a feature of the visitors play - Juhani Ojala headed the cross on for Tony Watt to stoop and divert the ball into the net via the post.
Livingston responded well to the equaliser and Ricki Lamie made a brilliant recovery challenge to thwart danger on 56 minutes before Kelly spared Jake Carroll's blushes after he switched off on 58 minutes.
There was a relentless tempo to the second half and Woolery raced clear on 61 minutes but he fired straight at Stryjek.
There was a moment of real controversy on 69 minutes that incensed the travelling Motherwell support.
Livi goalkeeper Stryjek and substitute Kelly collided dealing with a long ball and with Amaluzor primed to shoot into an unguarded net, referee Napier stopped the game for a head knock.
Nicky Devlin spurned a glorious chance to fire the Lions ahead on 76 minutes when he fired over the bar on the stretch with the goal gaping.
Motherwell preserved and they grabbed the lead through the most unlikeliest avenue in Liam Grimshaw.
It was a memorable moment for the 26-year-old after a long injury lay-off as he tapped home after Stryjek saved Watt's effort to speak wild scenes amongst the away support.
Livingston: Stryjek, Devlin, Obileye, Fitzwater, Longridge, Holt, Pittman, Sibbald (Shinnie, 30'), Bailey (Kelly, 60'), Forrest & Anderson.
Subs: Barden, Williamson, Jacobs, Panayiotou & Hamilton.
Kelly, Grimshaw, Mugabi, Ojala, Lamie, Carroll, O'Hara, Slattery, Woolery, Amaluzor, Watt.
Subs: Fox, McGinley, O'Connor, Crawford, Lawless, Shields, Van Veen.
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