Owen Farrell will make his first start at fly-half under head coach Eddie Jones after George Ford was dropped for England's opening Test against Australia on Saturday.
Farrell, who has been in outstanding form for double winners Saracens, will act as playmaker-in-chief at Suncorp Stadium after playing every match of the recent Grand Slam triumph at inside centre.
Luther Burrell fills the number 12 shirt vacated by Farrell despite only having been called into the touring party once Manu Tuilagi was ruled out by a hamstring injury.
England fielded Ford at fly-half throughout the RBS 6 Nations, but he must now settle for a place among the replacements.
In a surprise selection on the left wing, Marland Yarde has been preferred to Jack Nowell, another of Jones' Grand Slam heroes and a player who has impressed all season.
“We have picked a side to win in Brisbane. As always selection was tight and naturally players are disappointed, but we’ve gone with a 23 that has a good mix of experience and youth,” Jones said.
The pack is unchanged from the eight that took the field against France in the final match of the Six Nations with Dylan Hartley at the helm of a team containing 539 caps.
Jones has opted for two second rows on the bench in Joe Launchbury and Courtney Lawes, where they are joined by Nowell, with Jack Clifford dropping out of the squad altogether.
Alex Goode, the newly-crowned Aviva Premiership player of the season, has been left out of the 23 with Mike Brown poised to win his 50th cap.
England are targeting a first series victory in Australia having won just three of their 17 Tests Down Under.
“We aim to win every game we play and I am pleased with our preparation since we landed in Australia. The group have acclimatised well, trained hard and there’s a buzz around the camp,” Jones said.
“If you look at England’s record in Australia it’s pretty ordinary. We’ve only ever won three games in Australia so it’s a great opportunity to put down a marker and create history.
“It’s important we get off to a positive start and we’ll arrive in Brisbane ready to play physical and aggressive rugby.
“We’re excited to be playing against a strong Australian team in their back yard. The Wallabies are ranked second in the world and have the World Rugby coach of the year, so that’s why they start as favourites. There’s a lot of expectation on them to win the series convincingly.
“We have a young squad with an average age of 24 so we are still developing and improving. It’ll be a great challenge for us and one we’re looking forward to meeting head on.”
England: 15 Mike Brown, 14 Anthony Watson, 13 Jonathan Joseph, 12 Luther Burrell, 11 Marland Yarde, 10 Owen Farrell, 9 Ben Youngs, 8 Billy Vunipola, 7 James Haskell, 6 Chris Robshaw, 5 George Kruis, 4 Maro Itoje, 3 Dan Cole, 2 Dylan Hartley (capt), 1 Mako Vunipola.
Australia: Israel Folau, Dane Haylett-Petty, Tevita Kuridrani, Samu Kerevi, Rob Horne, Bernard Foley, Nick Phipps, David Pocock, Michael Hooper, Scott Fardy, Rob Simmons, Rory Arnold, Greg Holmes, Stephen Moore (capt), Scott Sio. Res: Tatafu Polota-Nau, James Slipper, Sekope Kepu, James Horwill, Dean Mumm, Sean McMahon, Nick Frisby, Christian Leali'ifano.
