The Rebels may have lost on the scoreboard but won back respect as they pushed Australian conference leaders the Brumbies in their Super Rugby clash in Melbourne.
Rebounding from a 42-point thrashing by the Hurricanes last round, the Rebels, missing injured stars Kurtley Beale and James O'Connor, battled bravely but fell short against the Brumbies 27-19 at AAMI Park.
The Rebels earned their inaugural win against the Brumbies on the same ground last year which followed after a 43-point flogging, and it looked for a time like history could repeat itself.
After a slow start the home side could have been in front by two points at halftime after five-eighth James Hilgendorf snatched the ball from the back of the lineout and raced down-field.
He slid toward the tryline with two Brumbies on his back but the television match official Steve Leszczynski ruled there was "no conclusive evidence" he got the ball down over the line.
They subsequently settled for a penalty and trailed 14-12 at the break.
The only try of the opening half was scored by Brumbies centre Andrew Smith, who took advantage of the injury-ravaged Rebels being a man down.
Both sides toiled hard but were let down by poor execution with penalties littering the match as referee Keith Brown proved particularly pedantic at the breakdown.
The home side gave away four early penalties - three for not rolling away - and were warned by referee Brown that another infringement would result in a yellow card.
Prop Jono Owen was the culprit in the 23rd minute and while he spent 10 minutes on the sidelines the Brumbies sent the ball wide and took advantage of an overlap for Smith to score for a 14-3 lead.
Brown then turned his sights on the Brumbies with Rebels fullback Julian Huxley keeping his side in touch with two successful penalty kicks; the second from just inside the halfway line to close the gap to 14-9.
The visitors started the second half well with a successful penalty kick by five-eighth Zack Holmes before fullback Robbie Coleman showed his speed to burn Rebels centre Stirling Mortlock and then get past Richard Kingi to cross for his side's second try.
With their lead out to 12 points it looked like it could be game over but just two minutes later Melbourne won the ball from Huxley's restart and Wallabies aspirant Cooper Vuna showed his skills to scoot through to score.
Another penalty from Holmes gave his side the eight-point lead that the Rebels couldn't peg back.
With nine penalty kicks by Holmes (5/5) and Huxley (4/4) in the match, Rebels coach Damien Hill was mystified by some of the refereeing calls and believed Hilgendorf had scored.
"I had written it down as a try, I thought momentum had carried him ... but that's the decision he (the video referee) made and we've got to wear it," Hill said.
"At the end of the day it was still an eight-point differential so we can't reflect too much on that."
Hill said he "had trouble" following the refereeing decisions.
"We've just got to be better at reacting to the way the referee's refereeing."
Melbourne skipper Mortlock also believed it was a try.
"In my mind it was as clear as day," Mortlock said.
Hill said while he was happy with the effort it was a game of lost opportunities and lamented their poor set-piece play.
"We had enough possession and enough field position in that second half to score points and it's disappointing we weren't able to convert that pressure."
Brumbies captain Ben Mowen said it was satisfying to win a tight match after their one-point loss to the Reds last round.
"It's not an easy place to win and Melbourne are an ever-improving side and they're extremely tough at home," he said.
"There were definitely times we weren't playing to our standards but I'm confident in the group that we can play out of any situation."
Brumbies coach Jack White said last week took a toll on his side and he was delighted they held on for the win.
"It's pleasing to finish this part of the season on top of the Aussie conference and go into the last three games with our own destiny in our own hands," White said.