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 evening's local derby at Bristol, Interim Head Coach Jonny Bell told the local media that Gloucester's preparations have gone well and that the whole squad is united in trying to finish the season on a high.
Speaking to GRTV this week, Acting Head Coach Jonny Bell spoke of his pleasure in the efforts and intensity in training from the squad after a tricky few weeks. The team were preparing for big games with Bristol and Cardiff in coming weeks.
Willi Heinz was understandably and visibly disappointed when he spoke to GRTV after the 27-30 home defeat to Harlequins, apologising to the home support as the game slipped away after seemingly having the game under control.
Speaking to the local media this week, Scottish centre Matt Scott spoke of the squad's determination to put in a big home performance against Harlequins, with vital points up for grabs in the hunt for a Top Six spot this Saturday (KO 3pm)
Looking ahead to Saturday's Aviva Premiership fixture at home to Harlequins (kick off 3pm), Head Coach Laurie Fisher told the local media that Gloucester will need to be on top of their game in a match which has big implications in terms of top six ambitions.
A big few days for the Gloucester-Hartpury Women side. First came the news that the team will compete in Women's Super Rugby next season, and on Saturday the team will play Worcester Ladies IIs at Kingsholm. Centre Hannah Jones and wing Michelle Ruddock spoke to GRTV this week to reflect on events.
Missing so many starters, and up against a team fighting for their Premiership existence, Gloucester did what had to be done at Ashton Gate on Friday evening battling their way to a 32-14 Aviva Premiership win over Bristol Rugby.