Leicester's double Heineken Cup winner Neil Back has been relegated to the replacements bench for England's Test against New Zealand at Twickenham on Saturday.
Former England skipper Lawrence Dallaglio comes into a reshuffled back row for a game that will see Gloucester's flying wing James Simpson-Daniel make his full international debut.
Simpson-Daniel joins the regular backs of Jason Robinson (full-back), Will Greenwood and Mike Tindall (centres) and Ben Cohen (left wing)
Despite Back's demotion, Leicester are still well represented in the 22. Martin Johnson regains the captain's armband and Lewis Moody joins him in the pack. Flamboyant utility-back Austin Healy, lock Ben Kay, and Tim Stimpson (replacement full-back) join Back on the bench.
Jonny Wilkinson, recently nominated for International Rugby Players' Association player of the year award, will start at outside-half.
The front row is made up of Gloucester duo Trevor Woodman (loosehead prop), and Phil Vicery (tighthead prop) with Northampton's Steve Thompson at hooker. Thompson's Northampton Saints team-mate Matt Dawson starts at scrum-half.
England team
England: J Robinson (Sale Sharks); J Simpson-Daniel (Gloucester), W Greenwood (Harlequins), M Tindall (Bath), B Cohen (Northampton); J Wilkinson (Newcastle), M Dawson (Northampton); T Woodman (Gloucester), S Thompson (Northampton), P Vickery (Gloucester), M Johnson (Leicester, capt), D Grewcock (Bath), L Moody (Leicester), R Hill (Saracens), L Dallaglio (Wasps).
Replacements: M Regan (Leeds), J Leonard (Harlequins), B Kay (Leicester), N Back (Leicester), A Healey (Leicester), B Johnston (Saracens), T Stimpson