With Ben Youngs still recovering from surgery, Richard Wigglesworth starts at scrum-half.

Alex Corbisiero is the only member of the pack retained from the 23-19 win at Twickenham last Saturday.

Hooker Steve Thompson and prop Dan Cole come into the front row, Louis Deacon and Courtney Lawes team up in the second row, while Tom Wood, Hendre Fourie and Nick Easter form a new back-row combination.

Lewis Moody and Andrew Sheridan were both unavailable for selection because of injuries.

Saturday is the last day for players to shine before manager Martin Johnson finalises his 30-man World Cup squad, which will be announced on Monday 22 August.

England complete their warm-up fixtures against Ireland in Dublin on 27 August.

Their opening match of the World Cup is against Argentina in Dunedin on 10 September.

England team: Ben Foden (Northampton); Chris Ashton (Northampton), Mike Tindall (Gloucester, capt), Shontayne Hape (London Irish), Mark Cueto (Sale); Toby Flood (Leicester), Richard Wigglesworth (Saracens); Alex Corbisiero (London Irish), Steve Thompson (Wasps), Dan Cole (Leicester); Louis Deacon (Leicester), Courtney Lawes (Northampton); Tom Wood (Northampton), Hendre Fourie (Sale), Nick Easter (Harlequins).

Replacements: Lee Mears (Bath), Matt Stevens (Saracens), Tom Palmer (Stade Francais), James Haskell (Ricoh Black Rams), Danny Care (Harlequins), Charlie Hodgson (Saracens), Matt Banahan (Bath).