Despite leading at half time, England went down 28-27 in Dunedin after being on the receiving end of a second half blitz from the clinical New Zealand backs on Saturday.
A 10-6 lead at half time for the tourists shook the World Champions into life with three second half tries to give them an unassailable two nil lead in the Test Series.
Second half scores from Ben Smith, Julian Savea and Ma'a Nonu showed the true power in the All Blacks' line up and at times the English struggled to hold possession and territory against the relentless tide of the hosts' attacks.
But England saved plenty of pride following a brave late comeback and tries from Mike Brown and Chris Ashton adding to an early Marland Yarde try with 12 points from the boot of Owen Farrell.
England started brightly at the Forsyth Barr Stadium, and as an early chance looked to be going begging, Marland Yarde picked a neat line off Danny Care to power past Richie McCaw and stretch over, adding to an early Farrell penalty.
New Zealand gained a foothold and Aaron Cruden added a pair of penalties himself but England will clearly rue the inability to finish off a score at the end of the first period as Manu Tuilagi, playing on the wing, was superbly snagged by Ben Smith when a score looked certain.
The All Blacks then made the tourists pay for that mistake by running in a trio of scores in a breathtaking half hour.
First, with Tom Wood picking a neat inside line, Billy Twelvetrees' break and offload found the floor, and from the turnover, the All Blacks spread the ball wide, and as Cruden dummied his way through the line, Savea found his full back Smith who cantered home under the posts.
Then it was Savea himself who got on the scoresheet as the All Blacks moved the ball wide and neatly converted an overlap to slide over in the corner.
Ma'a Nonu then dived over with the English defence getting increasingly stretched to put the hosts 18 points ahead, a far cry from England's early 10 point lead.
As England's much lauded cavalry arrived, the game was stretched and Twelvetrees fed Mike Brown who powered his way over to score despite the attentions of Corey Jane.
The final shout went to the English who in added time, worked a neat overlap to give replacement Chris Ashton the score under the posts, but the comeback probably came five minutes late.
With a midweek clash with Canterbury to look forward to this week, England will be looking for their first win on tour with Gloucester's Henry Trinder, Matt Kvesic and today's unused replacement Freddie Burns hoping to be involved.
Named Man of the Match by BT Sport, scrum-half Willi Heinz said after the 15-11 win at Bath on Friday evening that it was a pretty happy Gloucester dressing room and reward for a lot of hard work put in during the week leading up to the game.
Speaking after the 15-11 win over Bath at the Rec on Friday evening, David Humphreys heaped praise on his players, pointing out how they had bounced back after last week's tough defeat to overcome a rough start before controlling the game and earning the win.
Gloucester Rugby hooker Richard Hibbard spoke to the local media this week as the Cherry and Whites prepare to face Bath Rugby in the Aviva Premiership. The Welshman is ready to bounce back at The Rec.
Speaking to the local media about the local derby against Bath at the Rec on Friday evening, Director of Rugby David Humphreys acknowledged that it will be a tough encounter but hugely exciting at the same time and one the squad are looking forward to.
A visibly disappointed Billy Twelvetrees admitted that it was a very sombre Gloucester dressing room as a last minute try and conversion condemned the Cherry and Whites to an 18-19 defeat against Leicester Tigers on Saturday.
A disappointed Tom Savage told GRTV, after the 18-19 defeat at home to the Leicester Tigers, that the whole Gloucester team had put in a fantastic effort, but just couldn't find the extra one or two percent necessary to put away a top side.
Speaking after the narrow loss to Leicester Tigers on Saturday afternoon, David Humphreys says despite there being a lot of good in Gloucester's performance, he rued the failure to close the game out, as well as thanking the home support
Kiwi second row Jeremy Thrush is thoroughly enjoying his time in Cherry and White so far, and this weekend the Leicester Tigers are the visitors to Kingsholm, and the All Black is massively excited about the challenge.
After two wins in the European Rugby Challenge Cup, securing a home quarter-final, David Humphreys told the local media this week that Gloucester are coming into Saturday's game in good physical shape having rotated the squad. However, he and the squad are prepared for a tough encounter against the Tigers.
The Early Bird deadline for ticket purchases for the Aviva Premiership fixture against Harlequins on Saturday will expire at 6:30pm on Thursday evening, with tickets already limited for one area of Kingsholm.