George Ford has been named at fly-half for England’s opening autumn Test against Australia on Saturday at Allianz Stadium.
Northampton’s Fin Smith drops to the bench and there is no space in the 23-man squad for Harlequins playmaker Marcus Smith.
Tommy Freeman moves in from the right wing, where he started all three Tests for the British and Irish Lions, to outside centre and is partnered by his Saints team-mate Fraser Dingwall.
“He [Freeman] will be as good at 13 as he is on the wing and it’s going to be exciting to see him go there and see how he pushes on,” said scrum-half Alex Mitchell.
“It’s a different position and he appreciates that, but not too much changes with him – he will just want to get the ball in his hands and try to get over people and get past people.
“He’s got the speed, the power, the height. He understands the game. We know that if he puts that all together, he’s one hell of a player. He’s showing that at the moment.”
Dingwall, 26, started alongside Freeman in the centre in England’s emphatic Six Nations win over Wales in March.
The Northampton pair are picked ahead of in-form Henry Slade of Exeter Chiefs and Ollie Lawrence, who returned at the start of the season from a ruptured Achilles.
They have been head coach Steve Borthwick’s regular midfield combination until Lawrence’s injury in this year’s Six Nations against Italy.
Sale’s Tom Roebuck is on the right wing with Immanuel Feyi-Waboso on the opposite side.
Roebuck, 24, scored twice in the first Test against Argentina and has been a reliable performer since his international debut last year.
Exeter’s Feyi-Waboso, 22, has struggled with injury and missed the Tests against the Pumas through suspension, but with seven Prem tries has hit the ground running this season.
Freddie Steward is at full-back, where Marcus Smith started three times during this year’s Six Nations, as Borthwick leans on form in the summer, when the Leicester Tigers player back scored a try in each Test against the Pumas.
Borthwick has resisted including uncapped Saracens wing Noah Caluori, 19, after his sensational five-try first Prem start earlier this month.
In the pack, flanker Guy Pepper earns his fourth cap and teams up with Bath team-mate Sam Underhill and Ben Earl of Saracens in the back row.
Sale hooker Luke Cowan-Dickie is set to win his 50th cap off the bench, while team-mate Tom Curry could also make his first appearance of the season for club or country from the replacements.
