Gavin Henson has been handed a chance to push for World Cup selection. Henson will line up in the Wales midfield on Saturday alongside Jamie Roberts, who moves to outside centre, making a first start against England since the 2008 Six Nations competition.
The 29 year old has said he needs to produce something "pretty special" as he pursues a World Cup place after missing out in 2003 and 2007. Henson is one of four changes from the team beaten 23-19 by England last weekend.
The versatile James Hook replaces Morgan Stoddart at full-back. Stoddart broke a leg at Twickenham and will miss the World Cup, while Rhys Priestland, his Scarlets colleague, continues in the fly-half role following an accomplished showing last weekend.
The other switches are up front, where Lloyd Burns, the Newport Gwent Dragons hooker, gains a first Test start, and his club mate Luke Charteris takes over from Bradley Davies in the second row.
Martin Johnson, the England manager, has made a total of 13 changes, picking a line-up more closely resembling that which won the Six Nations.
Ireland made nine changes for tomorrow's second World Cup warm-up game in France as coach Declan Kidney kept his word to give his players as much game time as possible before naming his final squad.
Kidney named a new front row and half-back partnership with European player-of-the year Sean O'Brien also returning to a more experienced side than the one who lost 10-6 to Scotland last weekend.
In Tri Nations news, Scott Higginbotham will make his first Test start for Australia after being named as No 8 for their against World Cup champions South Africa in Durban on Saturday. The 24 year old, who plays blindside flanker for the Queensland Reds, was impressive off the bench during the Wallabies' 30-14 loss to the All Blacks on Saturday.
"He's earned the start that he has got and he's done well with the time that he has had," Robbie Deans, the coach, told a news conference. "We are looking for him to bring a similar enthusiasm and industriousness with the time he has now. It's a different skill starting at the front-end."