As widely expected, Billy Twelvetrees will start at inside centre for England on Saturday as they take on Australia at Twickenham.
The Gloucester centre gets the nod over Owen Farrell who drops to the bench as George Ford is retained at fly-half.
Up front, Northampton Saints pair Tom Wood and Dylan Hartley take over from James Haskell and Rob Webber at blindside flanker and hooker respectively.
Head Coach Stuart Lancaster said: “It’s good to be able to give Billy his first start of the series. He took on board the feedback we gave him when he first came into camp and he has worked hard both with us and at Gloucester and deserves his chance.
“Owen is a key part of our squad and will offer a huge amount from the bench.
“The Samoa game gave us the opportunity to give James and Rob a start and they made a good contribution. Tom and Dylan were disappointed not to be in the XV against Samoa.
“They are desperate to go out and perform on Saturday to help us finish the series on a high.”
Meanwhile, Australia head coach Michael Cheika has made three changes to his starting XV with lock Rob Simmons set to make his 50th Test appearance for the Wallabies.
With Tevita Kuridrani out with an ankle injury Rob Horne comes in on the wing and Adam Ashley-Cooper moves to outside centre.
The final change sees U20s captain Sean McMahon return at blindside flanker in the place of Luke Jones
The Wallabies replacements will be announced closer to Saturday’s match.
England: Mike Brown; Anthony Watson, Brad Barritt, Billy Twelvetrees, Jonny May; George Ford, Ben Youngs; Joe Marler, Dylan Hartley, David Wilson; Dave Attwood, Courtney Lawes; Tom Wood, Chris Robshaw (Capt.), Ben Morgan.
Replacements: Rob Webber, Matt Mullan, Kieran Brookes, George Kruis, James Haskell, Richard Wigglesworth, Owen Farrell, Marland Yarde.
Australia: Israel Folau; Henry Speight, Adam Ashley-Cooper, Matt Toomua, Rob Horne; Bernard Foley, Nick Phipps; James Slipper, Saia Fainga’a, Sekope Kepu; Sam Carter, Rob Simmons; Sean McMahon, Michael Hooper (Capt.), Ben McCalman.
Replacements: tbc
Videos courtesy of Nick Heath @Rugbymedia.