George Jaeger, from Rosemeadow, and Allan Leslie, from Cartwright, shared a life jacket and a small buoy as they clung to a red petrol tank after a huge wave sunk their five metre half-cabin cruiser.
Windsor Fishing Club member Charles Eather was at the bow of the hired trawler Invader when he spotted the small red petrol tank.
Seconds later he saw arms waving before hearing the men's feeble cries.The men were exhausted and suffering exposure as they were hauled on board and taken to Wollongong Boat Harbour.
Assisted by ambulance officers, his legs stiff from the cold, Mr Jaeger was able to walk off the boat.
Mr Leslie had to be carried out on a stretcher, covered with an aluminium hypothermic blanket. He was conscious but barely able to talk as shock took hold.
Both men were kept at Wollongong Hospital for several hours observation.
The rescuers were marvelling at how lucky there were to spot the men in such an expanse of rough sea.
Mr Eather said his fishing club had been returning closer to shore for shelter from the rough ocean whipped by strong winds about 9.30am when they saw the red petrol tank bobbing in the waves.
"The fuel tank made me look twice,"Mr Eather said.
"Then I saw the arms coming out of the water and their calls for help. They were very cold when we pulled them out.
"We covered them in blankets and one of the guys had a cup of tea. The other one wasn't well enough."
Fellow fisherman Laurance Boyd said the men were being washed out to sea when they were spotted.
"They were very lucky we were in thevicinity. It's a cruel world out there."
The survivors were able to tell police they had been fishing off Bellambi Beach for about two hours when the seas began to swell dangerously. They were turning the boat to head back to shore when a wave swamped the boat from behind, upending it into the sea.
Mr Leslie told police the wave hit so suddenly and with such force he was only able to make one mayday call before the boat sunk.
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