Self-inflicted wounds cut deep for Melbourne as their first Super Rugby venture outside Australia ended in a 38-10 loss to the Chiefs in Hamilton on Saturday.

The Rebels competed well for the first half-hour, but conceded 23 points in 19 minutes straddling halftime.

They rallied briefly in the second half before snuffing out their revival with some costly setpiece turnovers.

The Chiefs, who had lost their first two games, scored four tries to one in constant drizzle to register their first win at Waikato Stadium since May 2009.

Melbourne created few attacking opportunities, with coach Rod Macqueen ruing their inability to retain setpiece possession.

The lineout was a disaster area and one scrum was lost on their own ball deep in Chiefs territory.

"We lost eight lineouts on our own ball, we can't just play our game, we just can't be competitive when we do that," Macqueen told AAP by telephone.

"It's difficult to see positives because we weren't able to play our game, because we didn't have shape, because we didn't have the ball."

Macqueen was also concerned with the amount of breakdown penalties conceded.

The speedy Chiefs sliced open the Rebels out wide with quicksilver wingers Leila Masaga and Sitiveni Sivivatu combining for three tries.

Chiefs five-eighth Stephen Donald and his Rebels counterpart Danny Cipriani exchanged penalties in the first 10 minutes before the home team started to dominate at the breakdown in the second quarter.

Donald, who booted 18 points, added two penalties and converted a Sivivatu try to give the Chiefs a 16-3 halftime advantage.

The All Blacks pivot kicked another penalty and converted Masaga's first try, set up by veteran centre Tana Umaga.

Down 26-3, Melbourne hit back when vice-captain and No.8 Gareth Delve spun and wriggled his way over the line, with Cipriani converting.

The next few minutes were an exercise in frustration for Macqueen and his side as they squandered promising field positions by surrendering possession.

Replacement hooker Sona Taumololo made them pay by scoring the Chiefs third try, while Masaga sprinted around 80 metres for a bonus-point try.

Rebels fullback Mark Gerrard produced some good tactical kicking, but few other players stood out for the visitors.

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