That gamble appeared to have backfired when Elustondo smashed home following a knock down from a corner.
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Valverde brought on Coutinho and Busquets early in the second half but their presence initially made little difference as Real Sociedad launched three counter attacks in quick succession, with only the presence of German goalkeeper Marc-Andre ter Stegen preventing the home side from doubling its lead.
Barely a minute after Ter Stegen had blocked a gaping chance for Juanmi, Uruguayan striker Suarez took advantage of some confusion in the area following a free-kick and smashed home from close range to the disbelief of the home supporters.
The Catalans took the lead following another set piece, Dembele sending the ball skidding in after goalkeeper Geronimo Rulli had flapped at a corner and left his net unguarded.
"I think you have to see a game like this to see how tough La Liga is," said Suarez.
"Last year we also came from behind to win here and eight or nine years ago we wouldn't win any games here. It's a huge win for our confidence."
Iker Muniain gave Athletic a deserved lead in the 32nd minute in Bilbao by bundling the ball home after Real failed to get back in time to defend a counter-attack.
Rejoice: Athletic Bilbao's Yeray Alvarez celebrates his side's goal against Real Madrid.
Photo: APReal were twice denied by Athletic's impressive 21-year-old goalkeeper Unai Simon in the first half, but finally beat the youngster when Isco nodded home a cross from Gareth Bale in the 63rd minute as Real improved after bringing on midfield anchor Casemiro at the start of the second half.
Simon made two more outstanding saves to thwart Marco Asensio and Sergio Ramos although Athletic continued to counter, Inaki Williams smashing wide and the Basques being denied a penalty when the ball struck Casemiro on the arm while the Brazilian was on the floor.
The decision enraged Athletic supporters in a hostile atmosphere at San Mames, which was mirrored on the pitch as referee Jose Luis Gonzalez Gonzalez handed out eight yellow cards, six to Athletic players.
Last year we also came from behind to win here and eight or nine years ago we wouldn't win any games here.
Luis Suarez
"This is a very difficult ground to come to, for the team they have and for how they play. They come looking for you, they press you man-for-man and make life hard for you and if you don't find ways to deal with that it's tough," said Real coach Julen Lopetegui.
"That's what happened in the first half but we improved a lot in the second and did enough to win. It was a very intense game, Athletic played their part well and we did our job in the second half."









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