England wing Mark Cueto has been ruled out of Sunday's Test against New Zealand because of an ankle injury.
Cueto suffered the injury against the Ospreys 11 days ago
He is replaced by Wasps' Paul Sackey, who will win his first cap.
Leicester lock Ben Kay, named in the starting line-up, has been given until Thursday to prove his fitness after suffering a dead leg last weekend.
Sackey's club-mate Mark van Gisbergen has been called into the match-day 22 alongside uncapped prop Stuart Turner, one of three Sale players on the bench.
Magnus Lund and Chris Jones are also replacements, while coach Andy Robinson has called in Bristol number eight Dan Ward-Smith and Castres centre Phil Christophers - as well as Van Gisbergen - from outside his original 30-man squad as cover.
Wasps flanker Tom Rees was not considered for a place on the bench because of a shoulder injury he suffered on Heineken Cup duty in Perpignan last weekend.
Cueto joins England's lengthy injury list after failing to recover from the ankle injury he suffered in the Heineken Cup loss to the Ospreys on 20 October.
Paul Sackey has got tremendous pace and finishing ability
It is also "touch and go" as to whether he will be fit to face Argentina on Saturday week.
"Today was the first time Mark has run on his ankle," Robinson said on Tuesday. "We thought he would come through because there was not structural damage, but he didn't.
"All the decisions we've made regarding injured players are based on the fact you cannot go into a Test week with lots of doubts regarding injuries.
"It is important these decisions are made early, and it is vital we get our
"I was prepared to make a call on Cueto, and I have given Ben Kay until
Thursday to be ready, but I am expecting him to be fully fit and firing
Cueto joins a casualty list including Josh Lewsey, Olly Barkley, Mathew Tait, James Forrester, Steve Borthwick and Jonny Wilkinson.
Sackey has featured for England Under-21s and England Sevens
Sackey's inclusion brings the total of debutants on Sunday to three, alongside inside centre Anthony Allen and scrum-half Shaun Perry.
Sackey, who played for England Saxons during the Churchill Cup in Canada earlier this year, has scored 54 tries in 140 Premiership outings with Bedford, London Irish and Wasps.
"Paul has been on the fringes with England for the last few years, and we
know he has got tremendous pace and finishing ability," Robinson said.
"It is a great opportunity for Paul. He has been playing well for his club,
and now it is about stepping up."
Van Gisbergen, who qualified to play for England on residency grounds, was a temporary blood replacement for Cueto against Australia last November.
He was also on the bench against his native New Zealand 12 months ago, but has yet to win a full cap, while a broken jaw delayed his start to this season.
I've seen teams play New Zealand and just with their body language,
Uncapped Ward-Smith has impressed for Bristol this season, while Christophers was last involved under Clive Woodward.
England have lost their last five Tests, and a sixth on Sunday would represent their worst sequence for 34 years.
But Robinson insists his underdogs will not be beaten before they start on Sunday.
"I've seen teams play New Zealand over the last two years and
they've gone on the pitch and, just with their body language,
they've lost," he added.
"They haven't had the belief to take them on. It's vital we do that but it's also important we put the processes in place in terms of the way we play and we play intelligently.
"That's the key for us. Not only have we got to match New
Zealand physically and dominate them physically, we've got to be
intelligent in the way we play."
Revised England team to play New Zealand on 5 November:
I Balshaw (Gloucester); P Sackey (Wasps), J Noon (Newcastle), A Allen (Gloucester), B Cohen (Northampton); C Hodgson (Sale), S Perry (Bristol); A Sheridan (Sale), G Chuter (Leicester), J White (Leicester); D Grewcock (Bath), B Kay (Leicester); M Corry (Leicester, capt), L Moody (Leicester), P Sanderson (Worcester).
Replacements: L Mears (Bath), S Turner (Sale), C Jones (Sale), M Lund (Sale), P Richards (Gloucester), A Goode ( Leicester), M Van Gisbergen (Wasps).