Harry Anderson and Macauley Bonne replaced Terry Hawkridge and Adam Marriott as the table-topping Imps welcomed Barrow to Sincil Bank Stadium for their 11th game of the season.
City kicked off attacking the Bridge McFarland Stand and both teams took their time to settle into proceedings in the early stages.
When the first attack of note did come along it came through Bonne and Anderson who combined before the latter was denied by Barrow 'keeper Dixon who came quickly off his line to block. The ball was the cleared for a corner which was cleared.
In the eighth minute Matt Rhead has a shot blocked by a Barrow defender after the City striker controlled the ball well with his chest on the edge of the box.
Six minutes later Barrow went on their first attack and when Ryan Yates swung a cross in from the right, in nipped Richard Bennett to flick a header past Paul Farman to give his side the lead.
City looked for a quick reply but Rhead's volley from an Alex Woodyard cross was blocked whilst at the other end Farman got his angles right to hold a powerful Bennett drive.
In the 33rd minute City drew level. Harry Anderson gained possession and spotted NATHAN ARNOLD who followed up after his initial shot was blocked, as was his second attempt, to level matters. It wasn't the prettiest goal by any means but it was an equaliser that the Imps deserved.
Barrow's Bennett was booked for dissent towards the assistant referee shortly after the restart and as the Imps looked for a second Waterfall sent a looping header from a Wood just over the bar.
HT: IMPS 1 BARROW 1
Both teams came out unchanged for the start of the second half with Barrow restarting proceedings.
An early misunderstanding between Farman and Waterfall let in Bennett but the striker prodded his effort well wide of an empty net. The Barrow man was then in need of treatment after falling awkwardly on his ankle; play was halted for a good couple of minutes before he hobbled to the touchline.
It was a stop-start beginning to the second half with a number of stoppages doing nothing to aid the flow of the game. In fact the closest either side came was when visiting stopper Dixon pumped a free-kick into the mix, forcing his counterpart Farman to back pedal and tip over.
As the game entered its final quarter, Alan Power came on for Tom Champion in the middle of the park whilst Harry Anderson was replaced by Harry Anderson in the 73rd minute
A minute later a superb save by Farman saw him fling himself to his left to tip over a dipping Harrison effort and when the resultant corner came in there was a clash of heads between Bonne and Diarra with both players down and in need of treatment as a result.
Bonne certainly came off the worse and looked very dazed as he was helped off the pitch. Adam Marriott came on as his replacement after two minutes of inactivity.
Ross Hannah for Richard Bennett was Barrow's second change before Yates was cautioned following a late challenge on Arnold.
Power had an 84th minute drive palmed away by Dixon before Diarra cleared under pressure from Marriott. Marriott then had an effort cleared off the line as City continued to pile on the pressure.
Despite this pressure and possession, the Imps were done done on the counter-attack with four minutes remaining; Harrison getting in front of Waterfall to divert a cross from the left past Farman to edge his side in front.
Lindon Meikle replaced Jordan Williams before the Fourth Official indicated that a minimum of seven minutes were to be added on. A City corner in the first of these ended with Wood firing wide from the edge of the box
Although the Imps dominated possession during the remainder of the extra stages, visiting keeper Dixon was untroubled; the last action of note being a yellow card for Marriott.
FT: IMPS 0 BARROW 2
1 Paul FARMAN
2 Bradley WOOD
3 Sam HABERGHAM
5 Luke WATERFALL
9 Matt RHEAD
12 Harry ANDERSON
25 Sean RAGGETT
26 Tom CHAMPION
28 Nathan ARNOLD
29 Macauley BONNE
30 Alex WOODYARD
7 Jack MULDOON (for ANDERSON 73)
8 Alan POWER (for CHAMPION 68)
10 Adam MARRIOTT (for BONNE 78)
11 Terry HAWKRIDGE
18 Lee BEEVERS
GOAL: ARNOLD (33)
BOOKING: MARRIOTT (90+7)
1 Joel DIXON
3 Nick ANDERTON
5 Danny LIVESEY
6 Moussa DIARRA
8 Alex-Ray HARVEY
9 Richard BENNETT
11 Jordan WILLIAMS
18 Liam HUGHES
20 Byron HARRISON
21 Dominic SMITH
22 Ryan YATES
7 Andy HAWORTH
10 Ross HANNAH (for BENNETT 80)
16 Lindon MEIKLE (for WILLIAMS 88)
17 Paul TURNBULL
19 Euan MURRAY
GOALS: BENNETT (14), HARRISON (86)
BOOKINGS: BENNETT (34), YATES (82)
REFEREE: Anthony Serrano
ASSISTANTS: Tom Hancock & Rob Evans
FOURTH OFFICIAL: Richie Watkins
ATTENDANCE: 3,578 (102 visiting supporters)