Australia snapped an eight-match losing run against England in thrilling fashion with a 30-28 victory at Optus Stadium in Perth.
The Wallabies played more than half of Saturday's match with 14 men after Darcy Swain was dismissed six minutes before half-time for headbutting Jonny Hill.
Before kick-off, Australia was dealt a cruel blow with Quade Cooper pulling up with a calf injury in the warm-up.
England led 6-3 at the point of the sending-off after a couple of Owen Farrell penalties.
Australia hit back through Noah Lolesio to level things before the interval, by which point Australia had lost three more to injury.
Ellis Genge scored the first try of the match in the second half bundling over from a rolling maul. Australia again refused to give up and edged in front through a Jordan Petaia try 15 minutes later.
England collapsed from there with Folau Fainga'a sneaking through, just two minutes after being introduced, from a lineout drive. Pete Samu added a third try following another fine team drive.
Lolesio was accurate from the tee knocking over all three conversions before he was sin-binned for a deliberate knock-on, meaning Australia played out the final minutes with 13 men.
England closed the gap in the final moments of the match with Henry Arundell racing through with his first involvement after being brought on.
Fellow debutant Jack van Poortvliet finished shortly after, with Farrell again adding the extras.
HIGHLIGHTS
COACHES' REACTION
"Well we had enough moments in the game to win it but, at 14-9 with 20 minutes to go, we should have put that game away and we didn't do that so we are very disappointed in that," EDDIE JONES TOLD SKY SPORTS AT FULL TIME.
"But the commitment from the players is that we now need to win the series 2-1.
"So we will learn from the game and make sure we don't let them off the hook next time.
"Look, I don't comment on the referee, he called it [Swain's red card] that way and that is the way it is.
"Sometimes a red card can work against you because the referee can start to referee differently and we probably didn't adjust well to that." JONES ADDED.
"There's been a lot of talk about building and developing and we want to raise the expectations of the Australian public," -WALLABIES HEAD COACH DAVE RENNIE.
"We are really rapt with the attitude and character we showed.
"We've had two weeks to prepare for this and we'll grow our game over the next few months."
STAT LEADERS:
TACKLES:
16 - Caderyn Neville
15 - Dave Porecki
14 - Michael Hooper
13 - Rob Valetini, Courtney Lawes
TURNOVERS WON
2 - Nic White
CARRIES
14 - Samu Kerevi, Freddie Steward
12 - Marika Koroibete
10 - Ellis Genge
9 - Billy Vunipola
DEFENDERS BEATEN
5 - Jack Nowell
RUNNING METRES
64 - Marika Koroibete
54 - Henry Arundell
52 - Jack Nowell
50 - Samu Kerevi
44 - Freddie Steward
AUSTRALIA PLAYER RATINGS
1. Angus Bell- 6
2. Dave Porecki - 7
3. Allan Allalatoa - 5
4. Darcy Swain - 2
5. Cadeyrn Neville - 7
6. Rob Leota - 6
7. Michael Hooper - 8
8. Rob Valetini - 6
9. Nic White - 7
10. Noah Lolesio - 8
11. Marika Koroibete - 7.5
12. Samu Kerevi - 7.5
13. Len Ikitau - 7
14. Andrew Kellaway - 8
15. Tom Banks - 6
Reserves:
Folau Fainga'a - 6
Scott Sio - 6
James Slipper - 7
Matt Philip - 6
Pete Samu - 7
Jake Gordon - 5
James O’Connor - 4
Jordan Petaia - 7
ENGLAND
1. Ellis Genge - 7
2. Jamie George - 6.5
3. Will Stuart - 7
4. Maro Itjoe - 5
5. Jonny Hill - 4
6. Courtney Lawes - 6.5
7. Tom Curry - 8
8. Billy Vunipola - 6
9. Danny Care - 6
10. Marcus Smith - 5
11. Joe Cokanasiga - 5
12. Owen Farrell - 5
13- Joe Marchant - 6
14. Jack Nowell - 7
15. Freddie Steward - 6.5
Reserves:
Luke Cowan-Dicke - 6
Mako Vunipola - 5
Joe Heyes - n/a
Ollie Chessum - 5
Lewis Ludlam - 6
Jack Van Poortvliet - 7
Guy Porter - n/a
Henry Arundell - 9