England's World Cup dreams are over after losing 4-1 to Germany - their worst ever defeat in the tournament.
England's defenders were caught out 20 minutes into the match as Miroslav Klose gave Germany the lead, and Lukas Podolski got a second 12 minutes later.
Matthew Upson got one back for England off a corner, but a Frank Lampard goal seconds later wasn't given, despite the ball clearly going over the line.
After the break, two German goals in three minutes sealed England's fate.
The England players are now facing an early flight home, just weeks after coach Fabio Capello claimed his team was good enough to reach the World Cup final.
England captain Steven Gerrard said a lot of things went wrong and it was "bitterly disappointing".
"We made too many mistakes today as a team and we got punished for it," he said.
"To win a World Cup you need everyone in the squad peaking at the right time and unfortunately we never got that."
One of the biggest turning points in the match came when Frank Lampard's first-half shot hit the bar and bounced inside the goal, only for it to be missed by the referee.
Frank Lampard reacts after his goal isn't given, keeping England 2-1 down
Thousands of England fans who travelled to South Africa's Free State Stadium to watch the game howled their disapproval from the stands, but it made no difference.
The row over Lampard's disallowed goal has once again sparked calls for goal-line technology to be used in the sport.
But loads of professional commentators said that even if Lampard's goal had counted, England's defence was poor and they didn't deserve to win.