The Australians were forced to play a man down for more than half the match on Saturday night after lock Darcy Swain was marched for head-butting English rival Jonny Hill.

As well as losing Swain after 34 minutes, which will likely see him sit out the series, the Wallabies also suffered carnage on the injury front.

They lost playmaker Quade Cooper (calf) in the warm-up and fullback Tom Banks (broken arm) and prop Allan Alaalatoa (concussion) by the 25th minute.

But the home side showed their courage to stay in the fight and score three second-half tries to end England's seven-year domination.

Australian coach Dave Rennie said he was delighted with the character shown by his team under the bizarre circumstances.

"We're absolutely rapt with the character," Rennie said.

"I thought the first half, we lost the collisions both sides of the ball and struggled to get our game going.

"I thought the leadership on the run with that sort of challenge with a player missing was excellent."

England's third successive Test defeat heaped more pressure on their coach Eddie Jones ahead of next year's Rugby World Cup.

Annoyed at the loss, Jones felt New Zealand referee James Doleman looked to square the ledger following Australia's send-off.

"You look at the history of the game, whenever you get a red card the referee evens it up," Jones said.

"That's normal and we've got to be good enough to handle it."

But he also said the referee wasn't to blame for the loss.

"Australia deserved the victory, playing one man short and we're disappointed we didn't convert our opportunities to put the game away."

Noah Lolesio came into the starting side to replace Cooper while James O'Connor was called down to the bench from the hospitality suites at Optus Stadium.

Lolesio's radar boot proved decisive with the youngster kicking three conversions and three penalties amongst the haul earning special praise from Rennie.

"He was awesome," Rennie said.

"He didn't blink an eye about starting and I thought he was excellent, and his goal-kicking under pressure again was really impressive."

Banks suffered a sickening broken arm, landing on it as he contested a high ball and was taken from the ground on a medi-cab.

Despite the disruption the Wallabies went into halftime at 6-6, and three minutes later took the lead for the first time through a Lolesio penalty.

But it was short-lived with the visitors driving the ball over from a line-out through prop Ellis Genge.

It looked like Jones's men were starting to get on top but the gutsy Wallabies refused to lay down.

Their forwards hit the ball up through 10 phases before sending it wide with winger Jordan Petaia rolling across the line in the tackle.

Lolesio's conversion from the sideline put the home side back in front.

England then lost Billy Vunipola to a yellow card for a dangerous tackle and the Australians took advantage with reserve hooker Folau Fainga'a peeling off a maul to touch down.

They extended their advantage to 28-14 in the 77th minute through Pete Samu , and while England debutants Henry Arundell and Jack van Poortvliet crossed late it was Australia's night.

Australian Associated Press