The Westfield Matildas went down 3-nil to a Japan team in peak form in Tokyo tonight.
It was Japan's farewell game prior to the London Olympic games and the 20,000 plus crowd very vocal in their support of their Olympians.
Japan started the game with purpose with a procession of chances raining down on the Westfield Matildas goal.
Some resolute defending and poor finishing kept Australia in the game in a first half that saw only a few openings for the Westfield Matildas.
A chance in the 14th minute saw a Kyah Simon cross, following a strong run past Kinga, lead to Australia's opening chance but Kate Gill couldn't force her way to make enough contact under the close watch of two defenders.
The Westfield Matildas however couldn't hold out the World Champions for long and when Tameka Butt clipped the heal of Homare Sawa inside the penalty box, the referee pointed immediately to the spot.
Japan captain Aya Miyama stepped up and coolly slotted home the penalty to make it 1-nil to Japan.
And it was right on halftime the Westfield Matildas were dealt a cruel blow when Kinga found space behind Steph Catley and cut the ball across the box for Ogimi to slide in to put the ball past Barbieri.
With both teams making substitutions at halftime the second half started with Australia finding some relief from the onslaught of Japan's attacks.
Early in the second half a tenacious Simon got the ball back for the Australian's deep in Japan's half with Servet Uzunlar providing a cross into the box, but again Australia's strikers were unable to get an effort on goal.
Japan finished their scoring following another corner with Sawa finding room in the box, calmly driving the ball into the bottom left of goal from 15 yards.
Sermanni gave debuts to two more Westfield Matildas with Katrina Gorry and Emily Gielnik both making their first appearances in the Green and Gold replacing Alanna Kennedy and Kate Gill respectively.
Australia continued to absorb pressure with Danielle Brogan solid in the heart of the Westfield Matildas defence.
A 71st minute Simon shot from distance was one of the few clean chances Australia had on goal but the well hit shot was safely taken by substitute goalkeeper Ayumi Kaihori
Steph Cately hit a rasping shot that Kaihori did well to hold late in the game but with Japan looking like a team ready for a major competition the Westfield Matildas couldn't find any answers for the Olympic bound World Champions with the match ending 3-nil.
"It probably felt today the same way as teams feel when they play Spain or Barcelona where it was very difficult to get possession and when we got possession we found it very difficult to keep possession," said Westfield Matildas coach Tom Sermanni.
"We were really under significant pressure and we expected that to be honest because of the different stages the teams are at, but in saying that Japan played extremely well and we just weren't up to it.
"It think it was still a good chance for some of our younger players to see competition at this level and we've got to remember that we've given debuts to six players in our past three matches.
"We're at the very start of a rebuilding phase but I think we've got some great talent coming through and the showed tonight."