ROTHERHAM United went down fighting as their run of three matches without defeat came to an end at the hands of Championship high fliers Swansea City.
The Millers found themselves 2-0 down to two quality goals at the interval but made changes and came out and dominated the second half against a side in second place in the table and now unbeaten in nine matches.
Substitute Freddie Ladapo reduced the arrears in the 65th minute and the Swans - boasting the best away record in the division - were hanging on at AESSEAL New York Stadium before a breakaway third goal 15 minutes from time settled the contest.
Rotherham's first league loss of 2021 saw them remain third bottom, three points adrift of safety but with games in hand.
The opening half an hour was a tight affair with few chances.
Wes Harding saw his 18th-minute shot deflected for a corner and Michael Smith was wide with a half-chance when Jamie Lindsay swung the flag-kick to the back post.
The Millers fell behind on 28 minutes with the first effort on target by either side. They couldn't clear their lines and Conor Hourihane, on loan from Aston Villa, was lurking at the edge of the area to steer in a Premier League strike.
Ten minutes later, the home side conceded again when goalkeeper Jamal Blackman, who had saved from Jamal Lowe seconds earlier, punched away a corner and Matt Grimes thumped the ball home with a finish to match Hourihane's earlier execution.
Matt Crooks threatened just before the break, beating two men as he ran towards goal and firing just over from around 20 yards.
Unsurprisingly, manager Paul Warne had kept faith with the side that had performed so well in a 3-0 victory at Middlesbrough on Wednesday night.
That meant prolific duo Smith and Crooks were paired up front again and new boy Ryan Giles, a scorer offthe bench on his debut at Boro, was among the substitutes again.
Midfielder Dan Barlaser missed out because he is self-isolating before returning to training on Monday.
Warne made attacking changes at the interval, bringing on Giles and Freddie Ladapo in a bid to help the Millers force their way back into the contest.
Ladapo's introduction could have paid dividends in the 58th minute but the striker screwed his effort off target when he had a clear sight of goal.
He did much better on 65 minutes, rising highest to head home at the back post.
Giles was making a big difference and his left-flank raiding looked capable of producing an equaliser, with Crooks heading over from one of the loanee's crosses
But the Swans swept downfield and sub Jay Fulton's first touch after coming on despatched the ball past Blackman from Jake Bidwell's cross.
Clark Robertson headed against the bar as the Millers came again before Blackman saved from Marc Guehi as the clocked ticked down.
The final whistle sounded soon after. The Millers had given their all in defeat against a very good team.
Goals: Hourihane 28, Grimes 38, Fulton 75 (Swansea); Ladapo 65 (Rotherham).
Rotherham (3-5-1-1): Jamal Blackman; Michael Ihiekwe, Richard Wood (Clark Robertson 58), Angus MacDonald; Matt Olosunde (Ryan Giles H-T), Jamie Lindsay, Shaun MacDonald (Freddie Ladapo H-T), Ben Wiles, Wes Harding; Matt Crooks (Florian Jozefzoon 80), Michael Smith (George Hirst 76). Not used: Viktor Johansson, Josh Vickers, Trevor Clarke.
Swansea (3-5-2): Freddie Woodman; Ben Cabango, Ryan Bennett, Marc Guehi; Connor Roberts, Yan Dhanda (Jay Fulton 74), Matt Grimes, Conor Hourihane, Jake Bidwell; Jamal Lowe (Jordan Morris 84), Andre Ayew. Not used: Ben Hamer, Ryan Manning, Joel Latibeaudiere, Oli Cooper, Dan Williams, Cameron Evans, Jordan Garrick.
Referee: Tony Harrington (Cleveland).