A 77th minute try from outside centre Lionel Mapoe saw the Lions come from behind to overcome the Rebels 20-16 in Melbourne on Friday.
Having not led until that late score, the South African side will be delighted to come away with the four points, which sees them bounce back from last week's defeat to the Crusaders with their second away win in 2015.
The Rebels meanwhile will be kicking themselves as ample chances in the first half were not taken while Mike Harris was off colour with the boot.
It was a tale of two halves in Melbourne as the Rebels dominated the opening exchanges before the visitors kicked on in the second stanza.
The hosts had a helping hand in the opening five minutes when Lions lock Franco Mostert unforgivably knocked the ball out of scrum-half Nic Stirzaker's hands in an offside position. That led to the Rebels going downfield and Harris finding Mitch Inman on a short ball for the first try.
Harris, playing fly-half this week in his 50th Super Rugby game, had earlier sent over three points off the tee but missed the extras to Inman's nice try so it was 0-8.
The Rebels sensed the Lions were there for the taking and with passes sticking and confidence high, they went for broke and scored again on eleven minutes. The try came from a lovely looped pass that lock Lopeti Timani sent out to full-back Jonah Placid for the run-in on debut.
At 13-0, the hosts were looking good to press on for the bonus point but credit to the Lions as they plugged the holes and kept the deficit as it was until the half-hour mark. In fact they reduced it when centre Elton Jantjies struck an impressive penalty goal from 45 metres out.
That was how the score stayed until the break but when the game resumed, the Lions were on all-out attack and soon made it 10-13 when wing Sampie Matriet broke down the right before setting up Marnitz Boshoff on his inside. He went under the posts as Jantjies kicked the extras.
The Rebels almost responded in perfect style on 57 minutes but Harris was adjudged to have lost the ball over the line and it came back to haunt them, when lock Steve Cummins was sin-binned for a tip-tackle, Jantjies tied things up at thirteen apiece with plenty of time left.
Harris responded off the tee in the 66th minute though when Lions prop Corne Fourie infringed at ruck time but there was more drama to come.
After Harris had missed an attempt from 35 metres – his third wayward effort of the game – the visitors broke downfield and it was centre Mapoe who raced over, with Jantjies' kick making it 20-16 to the Lions for a priceless away win.
Tries: Inman, Placid
Pens: Harris 2
Tries: Boshoff, Mapoe
Cons: Jantjies 2
Pens: Jantjies 2
Rebels: 15 Jonah Placid, 14 Dom Shipperley, 13 Tamati Ellison, 12 Mitch Inman, 11 Tom English, 10 Mike Harris, 9 Nic Stirzaker, 8 Scott Higginbotham (c), 7 Scott Fuglistaller, 6 Sean McMahon, 5 Lopeti Timani, 4 Luke Jones, 3 Laurie Weeks, 2 Pat Leafa, 1 Toby Smith.
Replacements: 16 Tom Sexton, 17 Cruze Ah-Nau, 18 Paul Alo-Emile, 19 Steve Cummins, 20 Colby Fainga’a, 21 Luke Burgess, 22 Bryce Hegarty, 23 Sefanaia Naivalu.
Lions: 15 Jaco van der Walt, 14 Sampie Mastriet, 13 Lionel Mapoe, 12 Elton Jantjies, 11 Courtnall Skosan, 10 Marnitz Boshoff, 9 Faf de Klerk, 8 Warren Whiteley (c), 7 Warwick Tecklenburg, 6 Derick Minnie, 5 Franco Mostert, 4 Robert Kruger, 3 Ruan Dreyer, 2 Armand van der Merwe, 1 Schalk van der Merwe.
Replacements: 16 Robbie Coetzee, 17 Corne Fourie, 18 Julian Redelinghuys, 19 Andries Ferreira, 20 Jaco Kriel, 21 Ross Cronje, 22 Harold Vorster, 23 Andries Coetzee.
Referee: Mike Fraser (New Zealand)
Assistant referees: Rohan Hoffman (Australia), Will Houston (Australia)