A late rally saw the Lions come from behind to snatch a 30-26 Currie Cup victory over the Free State Cheetahs in Johannesburg on Saturday.
Trailing by ten points with ten minutes left on the clock, the Lions scored two tries to record only their second win of the season in arguably their best display this year.
19-year-old Lions fly-half Elton Jantjies scored half his team's points including a try and two difficult conversions.
The result is the Lions' first win against one of the 'big' unions in South Africa this season and will be seen as a major stepping stone in their revival under coach John Mitchell.
Lions led 13-9 at half-time but a poor start to the second period left them with a lot of work to do.
Two teams looking to keep the ball in hand kept the crowd at Ellis Park entertained throughout. It was all square at 6-all the end of the first quarter after Jantjies, who was denied a try a mere inches earlier, replied to opposite number Louis Strydom's two penalties.
Strydom put his team back in front on the half-hour mark but it was the Lions who scored the game's first try just before half-time.
After countless phases of build-up play, Jantjies put a neat chip over the top for Deon van Rensburg to run onto. The ball bounced perfectly for the right wing, who could cruise over untouched. Jantjies added the conversion to give the hosts a 13-9 lead at the break.
The visitors regained the lead shortly after the restart however when the Lions scrum disintegrated, leaving the way open for number eight Ashley Johnson to touch down for the men in orange.
Strydom provided the conversion and a penalty a few minutes later to give the Free Staters a six-point lead.
The Lions' poor start to the half got worse when flank Renaldo Bothma was sent to the bin for stupidly knocking the ball out of Tewis De Bruyn's hands.
The Cheetahs though were unable to make the extra man count and Jantjies was allowed to reduce the gap to three with fifteen minutes left on the clock.
As so often is the case, the Lions defence dropped a notch in intensity in the closing stages and when Hennie Daniller was able to bust through, replacement prop Kobus Calldo was on hand to crash over.
Meyer Bosman's conversion handed the visitors what looked like a winning ten-point advantage.
But before the fat lady could clear her throat Jaco Taute timed his offload to perfection to put Jantjies into the corner.
From the touchline, Jantjies slotted the conversion to set up a grandstand finish.
The killer blow came just three minutes from full-time when Jannie Boshoff grabbed up Michael Killian's kick ahead (thanks largely to a lucky bounce) and used his pace to seal a memorable win for the Lions.
For the Lions:
Tries: Van Rensburg, Jantjies, Boshoff
Cons: Jantjies 3
Pens: Jantjies 3
For the Cheetahs:
Tries: Johnson, Calldo
Cons: Strydom, Bosman
Pens: Strydom 4
Yellow cards: Bothma (Lions - 48th min)
Lions: 15 Jaco Taute, 14 Deon van Rensburg, 13 Waylon Murray, 12 Doppies la Grange, 11 Michael Killian, 10 Elton Jantjies, 9 Jano Vermaak, 8 Warren Whiteley, 7 Derek Minnie, 6 Renaldo Bothma, 5 Franco van der Merwe (c), 4 George Earle, 3 Ross Geldenhuys, 2 Edgar Marutlulle, 1 JC Janse van Rensburg.
Replacements: 16 Martin Bezuidenhout, 17 Wayne Swart, 18 Johan Snyman, 19 Joshua Strauss, 20 JP Joubert, 21 Burton Francis, 22 Jannie Boshoff.
Free State Cheetahs: 15 Hennie Daniller, 14 Philip Snyman, 13 Robert Ebersohn, 12 Meyer Bosman, 11 Jongi Nokwe, 10 Louis Strydom, 9 Tewis De Bruyn, 8 Ashley Johnson, 7 Francois Uys, 6 Hendro Scholtz, 5 Waltie Vermeulen, 4 Izak van der Westhuizen, 3 WP Nel, 2 Adriaan Strauss (c), 1 Coenie Oosthuizen.
Replacements: 16 Skipper Badenhorst, 17 Kobus Calldo, 18 Philip van der Walt, 19 Kabamba Floors, 20 Tertius Carse, 21 Sias Ebersohn, 22 JW Jonker.
Venue: Coco-Cola Park (Ellis Park), Johannesburg
Referee: Sindile Mayende