England U21 boss Lee Carsley warned his squad will have to adjust to long travel and time differences after a dress rehearsal for the Euro finals.
England were battered in Batumi, at one point 3-0 down, as Carsley used this friendly and fact finding camp to visit the 2023 finals host country.
Georgia out-fought England all over the pitch, and despite plenty of possession, Carsley's side did not create enough clear-cut chances.
Folarin Balogun was the only player to retain his place from the 3-1 win over the Czech Republic in last week's European Championship qualification match and Arsenal will be concerned after he went off with what looked like an injury in the first half.
There were debuts for Stuttgart midfielder Clinton Mola and Leeds full-back Cody Drameh, whose club team-mate Charlie Cresswell made his first start at centre-back.
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Georgia striker Giorgi Guliashvili netted two fine strikes and full back Giorgi Gocholeishvili added a solo third.
Leeds kids Sam Greenwood was promoted from the U20s and scored on his debut late on, and Marc Guehi made the score less embarrassing.
Carsley said: "They have had quite a lot to deal with in terms of the travel and time difference.
"It was a long four and a half hour flight and the time difference is four hours ahead.
"The lads were going to sleep at 2-3 in the morning. It is not an excuse, just something we have to be aware of when we come next.
"We have had a good look at players, lads have made their debuts, lads have made their full starts. We have to take the positives.
"It has been a good camp and you rarely get a chance to work on stuff in friendlies. We changed the way we set up defensively for corners, gave it a go, and we conceded.
"First half we had 3-4 critical chances where we have got to score. We made 9-10 changes and we have used players who wouldn't usually start and they've played U21s level against a really good Georgia team who will host the finals."
Arsenal striker Folarin Balogun was subbed with stomach cramps. Carsley said: "He was struggling in the first half with that and we took him off."
England U21 assistant manager Ashley Cole, meanwhile, has revealed he wants to become a Premier League manager.
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The former Arsenal and Chelsea defender won three Premier League titles, seven FA Cups, the Champions League, Europa League and League Cup during his playing days.
"It's something I definitely want to get into. Hopefully in a few years I can go into a managerial role," said Cole.
"I would love to take bits from all my managers. If I could take all those three [Carlo Ancelotti, Arsene Wenger and Jose Mourinho ] together and squash them into one hopefully that will be me! A tough task."