The Wallabies play the last of their five games on the Spring Tour when they take on England at Twickenham in the early hours of Sunday morning.
Michael Cheika has made three changes to the starting side that went down to Ireland last week in Dublin.
There is one injury enforced change with Tevita Kuridrani ruled out after injuring his ankle against the Irish and taking his place in the centres is Adam Ashley-Cooper, who moves in one spot from the wing.
As part of the backline reshuffle, Rob Horne returns to the starting side on the wing.
In the forwards, Sean McMahon is recalled and takes the place of Luke Jones at blindside.
1. James Slipper
2. Saia Fainga’a
3. Sekope Kepu
4. Sam Carter
5. Rob Simmons
6. Sean McMahon
7. Michael Hooper (c)
8. Ben McCalman
9. Nick Phipps
10. Bernard Foley
11. Rob Horne
12. Matt Toomua
13. Adam Ashley-Cooper
14. Henry Speight
15. Israel Folau
