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.
Billy Burns contributed all Gloucester's points in the 16-14 European Rugby Challenge Cup win in La Rochelle on Saturday evening, but dedicated the victory to the whole squad whilst also praising the travelling support.
Speaking after Gloucester's brave 16-14 win against Stade Rochelais which clinches a European Rugby Challenge Cup final spot, Director of Rugby David Humphreys paid tribute to the way the team had executed the game plan in a hostile environment against quality opposition.
Greig Laidlaw returns to the Gloucester Rugby squad this week, and his inclusion is an important one after a serious ankle injury. The Scottish scrum half is determined to drive the team forward in their European Rugby Challenge Cup semi final in La Rochelle this Saturday.
Gloucester take on La Rochelle in the European Rugby Challenge Cup semi-final in France on Saturday evening, with the Top 14 side the favourites in the eyes of the bookmakers. However, David Humphreys is looking for his side to rise to the occasion against a familiar opponent.
Speaking to GRTV after Saturday's 39-30 Aviva Premiership win over Sale, Mark Atkinson admitted that the performance wasn't perfect but that the team's character shone through in a game that could easily have slipped away.
Monday evening saw Freddie Clarke in A League action against Exeter, Saturday saw him make his Aviva Premiership debut. And both games resulted in wins! Freddie spoke to GRTV after the 39-30 win over Sale.
Gloucester's young United side once again dug deep to take an illustrious scalp, overturning a half-time deficit to earn a 40-29 victory over Wasps and earn a place in the Aviva Premiership A League final.