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.
Previewing Friday night's Aviva Premiership fixture away at Sale Sharks, Head Coach Laurie Fisher acknowledged the fine home record that the Salford based outfit have built up this season, but is looking for Gloucester to round off their campaign on a high note.
Speaking to GRTV following the 16-9 victory over Exeter, Tom Savage felt that Gloucester needed that win after a tough few weeks and hopes that it acts as a springboard to a good end to the season for the Cherry and Whites.
A week on from '...letting down ourselves, the jersey and the supporters...', skipper Greig Laidlaw was full of praise for his team mates following the 16-9 Aviva Premiership win over Exeter Chiefs at Kingsholm on Friday evening.
With Gloucester looking to bounce back after exiting the European Rugby Challenge Cup last Saturday, Director of Rugby David Humphreys told the local media that the visit of Exeter Chiefs on Friday evening (kick off 7:45pm) will be a big test of character for the Cherry and Whites.
Rob Cook couldn't hide his disappointment when he spoke to GRTV following the 21-23 defeat at home to Newport Gwent Dragons on Saturday, stating that Gloucester simply hadn't been good enough on the day as their reign as European Rugby Challenge Cup holders comes to an end.
Thirteen years on from Gloucester Rugby's famous Powergen Cup victory over Northampton at Twickenham, many of the players and management from that side are gathering once more to recreate that famous day.
Saturday 30 April is the last day to join as a Club Member for the 2016-17 season and take advantage of your exclusive discount, for renewers, the discount is 15%, and if you wish, you can keep your seat.