South Sydney survived a stirring second half fightback from Penrith to score a 44-32 victory and maintain their unbeaten start to the NRL season.
Penrith clawed their way back from 34-16 at halftime to get within two points of the Rabbitohs with just under 10 minutes remaining at Centrebet Stadium.
But the Rabbitohs kicked clear with two late tries including the final four-pointer of the day to winger Nathan Merritt, who scored a hat-trick in the 14-try thriller.
South Sydney coach Michael Maguire will be far from happy with his side who invited the Panthers back into the match with a scrappy second half showing.
The Panthers gave the crowd of 12,940 plenty to cheer about after halftime with three unanswered tries to winger David Simmons, replacement hooker James Segeyaro and centre Wes Naiqama.
The Rabbitohs rocketed out of the blocks with a couple of early tries to five-eighth John Sutton and Merritt before Penrith hit back with tries to prop Sam McKendry and Brad Tighe to level the scores at 12-12 after just 16 minutes.
Souths again hit the accelerator with tries in quick succession to Andrew Everingham, Bryson Goodwin and Merritt who had his double on 30 minutes.
Penrith fought back through Simmons to get it back to 28-16 before Greg Inglis opened up the Penrith defence to score on the stroke of halftime.
Maguire made a few changes to the squad which battled to beat Cronulla last week with prop Roy Asotasi dropped for Jeff Lima.
Lima who was promoted from the bench to start in the front-row along with Englishman Sam Burgess, who missed the Sharks game through suspension.
Captain Michael Crocker also returned to the starting side after coming off the bench against the Sharks.