Australian Barbarians (6) 9
Pens: Barnes 3
England (6) 15
Pens: C Hodgson 2, Barkley 3
Barkley's late penalties made sure of England's victory
Two late Olly Barkley penalties helped England's second string to beat the Australian Barbarians and claim the first win of their tour down under.
Two Charlie Hodgson penalties put England ahead before three by Berrick Barnes gave the hosts the lead.
Barkley drew England level then his late double sealed an unconvincing win.
"In games like that you have to find a way to win. We found a way to win," said a relieved England manager Martin Johnson afterwards.
England's senior team take on Australia in the second Test on Saturday, and although this was only the second-string team, he was clearly glad to have finally notched a win after a draw and defeat in the first two matches of the tour.
Speaking before the post-match announcement that England's Matt Banahan had been cited for an alleged dangerous tackle, Johnson said: " We have won in Australia. Our second string have played their second string twice and we have got a draw and a win.
"Am I saying it was fantastic and great? No.
"We should have finished our chances, we got in trouble with the referee and we found ourselves three points down away from home in difficult conditions."
Johnson said the senior team could take heart from the result ahead of the second Test in Sydney, but his opposite number Robbie Deans disagreed.
"It is a totally different encounter at the weekend but it was good to see the boys denying them a score. That is something I guess," he said.
After a fortunate 28-28 error-strewn draw against the Barbarians in the opening match of the tour, and a 27-17 loss to the senior Australian team, Johnson's tourists needed a morale-boosting performance and result from this game.
Johnson made seven changes to the team who drew in the previous encounter with the Barbarians, and newcomer Dave Strettle certainly added some zest to the back division as England began brightly.
Dan Ward-Smith's break down the wing set up Hodgson for his first penalty, awarded after Australia failed to roll away from the ball.
The Sale man missed a chance to double England's lead when centre Dominic Waldouck carved through the home defence and earned England a somewhat soft penalty, and although he missed with the kick, Hodgson did not have to wait long to make amends.
His second successful penalty made it 6-0, shortly before two significant injury changes - the impressive Waldouck going off for England, and Barnes coming on for Australia.
Cummins came close to a late try of the Barbarians
Barnes's introduction in place of the injured Will Chambers seemed to raise the Barbarians' game, and his two penalties in the last six minutes of the first half ensured they went in at half-time on level terms.
After a scrappy start to the second period, Barnes slotted over his third penalty, and the quality of play deteriorated further as both sides began to search more intently for the victory.
Just past the hour mark, the Barbarians were penalised for a collapsed scrum and Barkley took over kicking duties, shortly before Hodgson's substitution, and levelled the scores.
Nick Cummins and Kurtley Beale both went close to scoring tries for the Barbarians, only to be denied by good defensive tackling, but in the end England's forward superiority gave them the edge.
The Barbarians finished with two hookers in the front row, and this weakness led to them being penalised in the scrum twice in the closing stages.
On both occasions Barkley took advantage to kick penalties and make sure of England's victory.
Australian Barbarians: Hynes, Cummins, Chambers, Faingaa, Turner, Beale, Valentine; Cowan, Polota-Nau, Weeks, Chapman, Simmons, McCalman, McCutcheon, Hoiles (capt).
Replacements: Edmonds, Slipper, Chisholm, M Hodgson, Burgess, Barnes, O'Connor.
England: D Armitage, Strettle, Waldouck, Barkley, Banahan, C Hodgson, Wigglesworth; Golding, Mears, Doran-Jones, Attwood, Ward-Smith, Joe Worsley (capt), S Armitage, Haskell.
Replacements: Webber, Flatman, Robshaw, Dowson, P Hodgson, Geraghty, Tait.