In a battle which will go down in rugby folklore, the young Brumbies became the first Australian provincial side to beat the famed European touring side in more than 40 years.

The 14-12 triumph in freezing conditions is a massive blow for the Lions just days out from the first Test against the Wallabies in Brisbane.

The Lions fielded a second-string line-up to protect their stars from injury.

But the Brumbies were themselves without a dozen top-line players and still managed to grind their way to one of the biggest upsets ever inflicted on the Lions.

Brumbies coach Jake White has won a junior and senior World Cup as South African mentor.

But White described the win as ''as high as it gets'' and hoped the Brumbies' win would give the Wallabies confidence going into the Test series.

''I would said yesterday it would have made no difference [to the Test series] if we won or lost,'' White said.

''The Lions know what's coming and what the expectation is. But looking now, I've got no doubt the boys sitting in the Wallabies camp would have looked at that result and the performance of some of these young boys and said, 'it's do-able now'.

''… I would say now the Wallabies boys would be thinking this is possible whereas a couple of days ago they would have thought it's a massive uphill battle.''

Lions coach Warren Gatland admitted his side was frustrated out of the match.

''You take your knock and disappointment, it's about how your players respond to it,'' Gatland said.

In just two years South African Jake White has taken the Brumbies from a disastrous rabble to Super Rugby contenders and now world beaters.

The Brumbies will refocus for the Super Rugby finals when the competition resumes on July 13.

It was a win that made Wallabies great and Brumbies legend Stephen Larkham cry.

Larkham was part of the Wallabies' triumphant series against the Lions in 2001.

He's won World Cups, Bledisloe Cups, Tri Nations and Super Rugby titles.

''This is one of the best, very emotional,'' Larkham said with tears in his eyes.

''The boys knew what they were doing, we've closed out some teams this year but this is one of the best.

''I'm very emotional, we're going to enjoy this tonight and then refocus on the Force.''

The two-point win will be a huge boost for Australian rugby ahead of the Test series.

The Brumbies are the first Australian provincial side to beat the Lions since Queensland's 1971 win.

They are the first provincial side in the world to beat the Lions since Northern Transvaal in 1997.

The Brumbies staved off a last-ditch attempt from the Lions and celebrated after the siren as the ball was booted into the grandstand.

Outside centre Tevita Kuridrani scored the only try of the match before the teams traded penalty goals.

The Brumbies played like the Super Rugby title contenders while the Lions were ironing out some kinks before the Tests begin.

It frustrated the Lions. Experience and class should have had them well in front.