After two minutes Morgan was fouled after a good run and from Harland made it 1-0 from the spot.
After this, Guisborough side Fox Inn played some good football and levelled on 22 minutes.
Lealholm played better after this with Brown, Raw and Knight making good runs.
Welham put a free-kick over the bar but on 38 minutes, Raw picked up the ball from 30 yards out and blasted a super shot into the corner.
Kev Brown came on at half-time up front for Lealholm but Fox started well and a defensive mix-up left an easy tap in for 2-2.
Again, Lealholm woke up and Hodgson played a good ball in which Chadwick just missed.
Raw made another run and shot from 25 yards to smash in a great goal. Welham this time hit the bar from a free-kick.
But on 63 minutes a corner caused problems and a Fox player put into his own goal.
Jeffrey and Tom Raw came on and the last 20 minutes was all Lealholm and with 10 minutes left, Phil Brown shot from close range to make it 5-2.
Man of the match: Andy Raw.
Tomorrow, Lealholm travel to Brittania.
Result: Lealholm 5 Fox Inn 2