Wales were crushed 31-0 as Australia made a mockery of their first-Test performance to run in three second-half tries for an emphatic victory.
Coach John Connolly sent George Gregan on after the break and that made all the difference with Wales having no answer other than brave efforts all round.
Wales went into the second Test at Brisbane's Suncorp Stadium determined to fulfil the potential they showed in the first-Test 29-23 defeat.
But they had to approach the task with Harlequins prop Ceri Jones in an unfamiliar role on the tight-head in his first start for his country after making his debut as replacement for Iestyn Thomas at Telstra Stadium.
Chris Horsman was ready to ride to the rescue after his late dash to be on the bench after Adam Jones (calf) and Jamie Corsi (back) were ruled out, while skipper Gareth Thomas switched to full-back as Aled Brew came into the back three.
Wings Chris Czekaj and Aled Brew were heavily involved in the opening stages, but over-eagerness led to each falling foul of Kiwi referee Paul Honiss.
Czekaj was penalised for holding onto the ball in the first play and Brew for being marginally offside at a ruck near the Wallabies 22.
But the biggest concern at that stage was the tough time Jones was having in the scrum with Honiss heading to his side of the set-piece even when Wales were putting in.
The hosts launched the first meaningful attack with second-row Nathan Sharpe bursting away to begin the move that ended when Sonny Parker smashed home skipper Stirling Mortlock to a standstill and forced a knock-on.
But from the scrum, Wales conceded a penalty and Mortlock struck the shot sweetly to draw first blood after 12 minutes.
Wales should have responded in kind through James Hook two minutes later, but his attempt drifted wide from 35metres and in front of the posts. The visitors then blew another chance as Jones delayed a pass to Czekaj.
After 19 minutes Wales again found themselves waiting and watching as Mortlock lined up a shot at goal, this time after the visitors fell offside just outside their 22 and the centre did his captain's job by hitting the target.
Six minutes later the night went from bad to worse for Wales and Czekaj in particular as a tackle by hooker Stephen Moore ended with the Cardiff Blues wing appearing to suffer a dislocated kneecap, much to the horror of the crowd as the the moment was replayed on the big screens.
After Jamie Robinson also departed injured in the 35th minute, Ceri Sweeney came on and the reshuffled back division had Henson at full-back, skipper Gareth Thomas on the wing and Hook at inside centre to accommodate the Newport-Gwent Dragons fly-half.
As half-time approached, Honiss brought the rival skippers together and expressed his frustration, telling them to buck their teams' ideas up because up to that point, 'It was all negative.'
No-one could argue with that assessment on a Test match that had largely been a skill-free zone in the opening half and the crowd clearly agreed as they booed the teams off at the break.
The Wallabies introduced Gregan at the restart and with the benefit of a dominant scrum, the hosts began to show their true colours.
First Nathan Sharpe and Julian Huxley combined to send Digby Loane racing away for his debut try four minutes into the second period and while Mortlock could not convert, his penalty 13 minutes later after a Brew high tackle on Matt Giteau, who had moved to centre, provided the cushion his side needed to let rip.
As the shackles came off, Drew Mitchell showed his paces to round Michael Owen and dash 50m to the line and despite some brave efforts in attack from the visitors, they were unable to match the Wallabies' new-found zip and zest.
Full-back Julian Huxley, proved his value to the cause by copying Mike Phillips' chip-and-chase example. Except that in the Wallaby full-back's case it paid off in spectacular fashion as he gathered to claim a superb solo score.
Mortlock converted Mitchell and Huxley's touchdowns to take his side 31-0 ahead with 16 minutes remaining and that is how it remained as Wales suffered a 2-0 Test series defeat.