Tries from Greg Inglis and debutant Ben Hunt saw a very nervous Kangaroos outfit edge out England 16-12 in front of 20,585 fans at Melbourne's AAMI Park.
WATCH: Full match highlights
Sending home the likes of debutants Hunt, prop David Klemmer and winger Sione Mata'utia happy after a first up winning effort, the Kangaroos were very lucky not to be downed in consecutive Tests for the first time since 1978.
Led by five-eighth Daly Cherry-Evans and captain Cameron Smith, Australia were able to make up plenty of ground after a very ordinary first half, with England entering the break up 12-4.
It very well could have ended very differently if England winger Ryan Hall was awarded a try with 42 seconds remaining in the game.
After scoring the first try of the match, Australia looked to have finally broken through for their second four-pointer when fullback Greg Inglis appeared to score in the 47th minute. However, video referee Bernard Sutton had other ideas, ruling Boyd Cordner obstructed the English defence in the lead up.
Captain Smith wouldn't go down without a fight though, and 10 minutes later the skipper was able to set up debutant Hunt for his first Test try with a sneaky grubber from dummy-half. The hooker's conversion enabled England's lead to be cut back to two.
Completing their comeback after their shambolic efforts in the first half, the Kangaroos were at again in the 64th minute. The try coming off the back of five-eighth Cherry-Evans’ efforts when he sliced through the opposition defence before throwing it back inside for fullback Inglis to make up for his earlier disallowed effort, earning themselves a 16-12 lead – the eventual winning scoreline.
The game had a completely different outlook in its earlier stages though after it was marred by a dour opening affair, where no less than three players were placed on report and Australia back-rower Beau Scott left the field with a hamstring injury.
The Kangaroos were the first to break the deadlock when a ball from Cherry-Evans to a rampaging Greg Bird – who was placed on report earlier in proceedings for a dangerous throw on England skipper Sean O'Loughlin – allowed the back-rower to set up centre Michael Jennings in the 16th minute.
With men either side of him Bird threw Jennings into the deep end, handing him the task of beating O'Loughlin and Sam Tomkins on his way to scoring.
The English failed to lay down for their more fancied opponents though with a huge linebreak from winger Ryan Hall, who then found the arms of utility Darryl Clark.
While Clark held on to the ball with plenty of men outside of him looking to score and was consequently bundled over the sideline, Australia were penalised for making a second effort and it ended up costing them the lead in the 29th minute with centre Kallum Watkins finishing off a backline movement out wide.
Not to be outdone, Hall extended England's lead to eight thanks to a 34th minute try, with the winger crossing for his 22nd international four-pointer after debutant Dan Sarginson attracted the attention of Dylan Walker and Sione Mata'utia.
It wasn't to be for England however, who failed to score a second half point, and will now face a nervous wait with back-rowers Liam Farrell (chicken wing) and O'Loughlin (tripping) placed on report, both in danger of missing their must-win clash against New Zealand next weekend.
Australia 16 (Michael Jennings, Ben Hunt, Greg Inglis Tries; Cameron Smith 2 Goals) defeated England 12 (Kallum Watkins, Ryan Hall Tries; Gareth Widdop 2 Goals) at AAMI Park. Crowd: 20,585.