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Leicester wing Tom Varndell will make his first England start in a side containing three new caps against Australia in Sydney on Sunday.
Varndell is regarded as one of England's most exciting players
Varndell, 20, a try-scorer as a replacement against Samoa in November, will play on the right wing.
Gloucester's James Simpson-Daniel had been expected to play instead, but he suffered a dead leg in training.
Scrum-half Peter Richards and forwards Alex Brown and Magnus Lund will also make their debuts.
"Tom is a confident guy and his whole focus is looking forward," said England coach Andy Robinson, who rested a host of senior players for the tour.
"If we can put him into space, then he certainly has the speed to cause Australia some problems."
Varndell, who scored 21 tries for Leicester this season, said: "I'm very excited but also very nervous.
We picked this team very much on form and I'm very happy with the balance we have
England coach Andy Robinson
"I couldn't have asked for a bigger game or bigger opposition to prove myself. It's going to be a massive challenge for myself and the other young players in the team."
The team also features recalls for 35-year-old Leicester prop Graham Rowntree and London Irish centre Mike Catt.
World Cup winner Catt, 34, partners Newcastle's highly rated Mathew Tait in midfield, while Leicester lock Louis Deacon wins only his second cap, along with Tait.
"We picked this team very much on form and I'm very happy with the balance we have," added Robinson.
"Peter [Richards] is a real tough competitor, and the more he has played regularly, then the better he has become.
Robinson has named three new caps to face Australia
"He showed his ability during the game (for England) against the Barbarians last month. He is a good all-round rugby player.
"This is an opportunity for Magnus [Lund], who has had a superb season. Alex Brown is a form second rower and has been knocking on the door since 2001.
"Louis Deacon gives us mobility, is a good character and I wanted to see the balance of Brown and Deacon."
Gloucester scrum-half Richards is looking forward to squaring up against his opposite number, Wallabies captain George Gregan, who has notched up 118 Test caps.
"It is a golden opportunity for me," Richards said. "It's an honour to play against someone like him but the match alone is daunting enough."
Richards, captain Pat Sanderson and fly-half replacement Andy Goode all sat out training on Wednesday with what were said to be minor knocks.
The team features just three players who started England's last Test, against Ireland at Twickenham three months ago - wing Tom Voyce, hooker Lee Mears and flanker Lewis Moody.
England are seeking only their third victory on Australian soil.
"Australia are very tough competitors and it's going to take a very good performance by us to break them down. The players will have to believe in themselves," said Robinson.
Australia are expected to name their team on Thursday.
England team to play Australia at Telstra Stadium, Sydney on Sunday: I Balshaw (Gloucester); T Varndell (Leicester), M Tait (Newcastle), M Catt (London Irish), T Voyce (Wasps); O Barkley (Bath), P Richards (Gloucester); G Rowntree (Leicester), L Mears (Bath), J White (Leicester), L Deacon (Leicester), A Brown (Gloucester), M Lund (Sale Sharks), L Moody (Leicester), P Sanderson (Worcester, capt).
Replacements: G Chuter (Leicester), T Payne (Wasps), C Jones (Sale Sharks), J Worsley (Wasps), N Walshe (Bath), A Goode (Leicester), J Noon (Newcastle)