South Africa captain Graeme Smith admitted Australia's record one-day run total had left his side deflated before they went on to break the record again and complete a stunning 3-2 series victory.
Australia captain Ricky Ponting seemed to have led Australia to an unassailable position when his 164 off 105 balls set up a ODI record total of 434 for four.
But Herschelle Gibbs led the fightback with an exhilarating 175 off 111 balls and Mark Boucher hit the winning runs as South Africa remarkably broke the record, scoring 438 to win with one ball and one wicket to spare.
Winning captain Smith admitted it had looked bleak when Australia posted their massive total. "We were a little down in the dressing room at that stage," he said. "But it was an unbelievable wicket, credit to the groundsmen. And what an atmosphere.
"It's huge. We have got to come back down to earth. We're all over the moon and want to savour the moment."
Boucher hailed South Africa's stunning victory after hitting the winning runs. "It's one of my best moments in cricket so far," he said.
"We always knew we'd be up against it. We tried to keep it simple, we knew we had to get a good start and Herschelle and Graeme did fantastically well. It was something special to watch. It's fantastic. I'm lost for words."
Ponting was gracious in defeat and paid tribute to Gibbs' stunning role in the match. "I'm sure everybody here had one of the greatest days of their lives. It was a great game of cricket.
"We played really well and got an unbelievably big total but Herschelle and the boys have just been too good. Herschelle deserves [the man of the match award] more than me after making 175 and being on the winning team. You couldn't ask for a more exciting one-day match."
Boucher finished 50 not out off 43 balls to see his side home, while number 11 Makhaya Ntini scored the most important single of his career.
Gibbs' 175 was the highest individual score in a ODI in South Africa - the 32-year-old smashed 21 fours and seven sixes in his breakneck innings, before lofting to long off.
He shared a stand of 187 for the second wicket with captain Graeme Smith, who bludgeoned 90 off only 55 balls as his country set about overhauling Australia's mammoth total.
After his brilliant knock Gibbs said: "I'm going to keep smiling for a while. Cricket is getting bizarre these days with some of the scores made. We needed something like that from somebody and it happened to be my day."
South Africa all-rounder Shaun Pollock was named man of the series and said: "It's a pity I couldn't get out there, it looked like a good runway for bowlers!"
* Former Warwickshire fast bowler Shane Bond took five for 69 to help New Zealand to a narrow victory over the West Indies in the first Test in Auckland.
Led by an opening stand of 148 between Chris Gayle and Daren Ganga, the West Indies appeared to be on course for their target of 291.
An inspirational spell from Bond ended their resistance, however. Bond cut through the middle order, including Brian Lara first ball, to help his side to a 27-run win. n Sri Lanka wrapped up a 2-0 series win in Bangladesh as they won the second Test by ten wickets. Upal Tharanga, who compiled his maiden Test century in the first innings, finished on 71 not out.
* Warwickshire's Michael Powell made just 15 in his first bat for Otago, but still saw his side enforce the follow-on against Canterbury.