Simon Walton and Billy Clarke scored their first goals at Portman Road to give Town victory in a pulsating game.
Kenwyne Jones put Saints ahead on two minutes with a close range finish and the visitors enjoyed plenty of chances throughout the opening period.
But Town took the points with a stirring second-half display and two goals in 10 minutes, Walton converting his second successive penalty and Clarke getting the winner with a far post header
Jon Macken was handed his Town debut after joining on loan from Palace, Sylvain Legwinski starting on the bench.
Alex Bruce started at right-back in the absence of the injured Fabian Wilnis with Richard Naylor returning to the centre of the defence.
For Saints, it was a return for George Burley as manager with former Blues Kelvin Davis, Jermaine Wright and Chris Makin in their line-up.
The warning signs were there before Jones had opened the scoring for the visitors, the frontman crowed out by the Town defence eight yards out when he threatened to score inside the first minute.
Saints were ahead 60 seconds later though, Nathan Dyer's cross was headed back across goal by Grzegorz Rasiak and Jones left Lewis Price with no chance with a spin and right foot finish from close range.
John Viafara hit the bar from 30 yards as Saints threatened to take the game away from Blues inside the first 20 minutes.
Jones fired over the bar after the dangerous Dyer had set him up, then Rasiak showed a touch of brilliance, sending a 40 yard lofted drive against the post with Price just getting his fingertips to the strike.
The Town 'keeper clawed away Inigo Idakiez's in-swinging corner on 15 minutes before Blues had a first effort at goal, Alan Lee bringing an excellent save from Davis.
Lee was denied a far post header by Viafara's intervention from Bruce's cross, while at the other end Rasiak had the ball in the net but the offside flag was raised seconds before the Polish international headed in.
Rudi Skacel had a golden chance to extend Saints' lead but he dragged his left foot shot wide but it was Blues who finished the half with a flurry.
Gavin Williams burst into life on 36 minutes with a surging run from halfway that brought a low save from Davis, then the Welshman's trickery on the edge of the box beat three players before he was brought down, Mark Noble sending the free-kick just wide.
Dyer picked up a yellow card on the half-time whistle for a high and late challenge on Dan Harding.
Southampton began the second-half brightly and Jones escaped the offside trap to run clear from the right, his shot deflected for a corner from eight yards. Price then saved well from Jones at the far post.
Legwinski replaced Richards on 55 minutes with Billy Clarke giving a run 10 minutes later, Macken making way.
A minute later Blues were level, Lee going down under Pele's challenge and despite Saints' heated protests, referee Mark Halsey pointed to the spot and Walton did the rest.
Noble followed Bruce into the referee's notebook after clashing with Viafara, who was also booked, Chris Baird following suit minutes later.
Rasiak fired over then Lee went close with a diving header from Noble's free-kick as chances continued to be carved out at either end.
Williams picked up his fourth booking of the season for a foul, then fired wide at the other end following a Town break.
Blues went ahead on 77 minutes when the predatory Clarke found space at the far post to head home Noble's free-kick, the youngster's first goal at Portman Road.
Saints still carried a threat and substitute Bradley Wright-Phillips hit the inside of the post with a right foot curler.
Southampton threw everything at the Town goal in the last five minutes, Naylor cleared the ball off the line, Price saved brilliantly, Naylor scuffed the ball clear three yards out then Wright-Phillips missed with a header from two yards.
Rasiak had the ball in the net in injury time but Price had been fouled, the Town 'keeper then making a low save from Andrew Surman as Blues held on for three magnificent points.
Price, Bruce, De Vos, Naylor, Harding, Noble, Williams, Walton, Richards (Legwinski 55), Macken (Clarke 65),Lee (Bowditch 90). Subs not used: Supple, Currie. Booked: Bruce, Noble, Williams, Walton.




















