Chris Robshaw has returned to captain England for their Rugby World Cup warm-up match against France in Paris on Saturday.
The flanker is one of 14 changes made by coach Stuart Lancaster following last weekend's 19-14 triumph over Les Bleus at Twickenham Stadium.
Gloucester Rugby's Jonny May is the only player who keeps his place in the starting XV.
The likes of Mike Brown, George Ford, Ben Youngs and Courtney Lawes also start, while Danny Cipriani is named among the replacements alongside potential debutant Jamie George.
"Having reviewed last Saturday there were a lot of things we were pleased with considering it was the first [warm-up] game," Lancaster told the team's official website.
"There is now an opportunity for those not involved or who didn't get much opportunity from the bench to put a marker down and build on that performance.
"France will be even stronger at home and this will be a big test but these guys have been working hard for the opportunity and are desperate to go out and perform."
England team to face France
Brown, Nowell, Joseph, Burrell, May, Ford, B Youngs, Marler, T Youngs, Cole, Launchbury, Lawes, Haskell, Robshaw, B Vunipola
Replacements: George, M Vunipola, Wilson, Attwood, Easter, Care, Cipriani, Twelvetrees
