Gloucester led for much of the contest and Bristol left it late, coming from behind in the final seven minutes, but could have had the game won by that time with seven kicks at goal going astray.
The home side edged ahead in the early stages thanks to a Danny Gray penalty which was quickly cancelled out by a penalty from Mark Davies.
Bristol then went back in front in fortunate fashion. A Gray penalty attempt hit the post and Gloucester fumbled the rebound. Bristol recycled and Luke Arscott put Craig Short in for the first try of the evening.
But Gloucester hit back with another Davies penalty and then went in front after a Brad Davies kick downfield took a wicked bounce and wrong footed the defence. Davies scored, his brother converted and the visitors led 8-13 after 17 minutes.
Bristol drew level after a five metre catch and drive was repelled but possession maintained through several phases before Craig Short went over for his second score.
Mark Davies put Gloucester back in front with a 28th minute penalty and there was no further score before half-time although both kickers missed shots at goal.
Davies and Gray swapped penalties to make the score 16-19 but Gray missed a chance to level matters on 53 minutes.
However, Gloucester's lead did not last and Bristol went ahead after 65 minutes when former Kingsholm prop Mark Irish touched down after a catch and drive. Gray missed the conversion and missed a penalty attempt shortly afterwards and Gloucester took full advantage when Hartpury College openside Ejike Uzonigue scored after 73 minutes to make the score 21-24.
Bristol then threw everything into attack. Greg Nicholls put Luke Arscott in for a score down the blindside and Gray converted from the touchline for 28-24.
Gray added another penalty and Gloucester had to resort to desperate measures to try and rescue a draw. Running the ball from behind their own line, an ambitious chip found only Arscott and, after several phases of possession, Dave Attwood got the killer try. Gray converted for a 38-24 final score.
In a full-on contest, 32 penalties were awarded and for Gloucester scrum-half Haydn Thomas had a lively first-half, the Davies brothers also impressed and the second rows had a lively battle.
Gloucester's next home game is against London Irish at Kingsholm next Monday, 7.30pm kick-off.
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