Hugh Vyvyan will captain England in next Sunday's non-cap clash against the Barbarians at Twickenham.
The Newcastle number eight, who joins Saracens this summer, takes charge of a team containing just one England World Cup squad member in Leeds hooker Mark Regan.
Gloucester provide four players in the starting XV - Marcel Garvey, Mark Cornwell, Alex Brown and Andy Hazell - with Vyvyan joined by his Newcastle colleagues Jamie Noon and Dave Walder.
England under-21 captain and scrum-half Clive Stuart-Smith was not considered because of a foot injury, while Rotherham prop Nick Lloyd has not fully recovered from a neck problem.
England head coach Sir Clive Woodward has announced that props David Barnes (Bath) and Tim Payne (Wasps) have been called into the squad for next month's Churchill Cup competition in Canada.
And with Bath's injured David Flatman effectively out of the senior tour to New Zealand and Australia, also next month, Woodward is set to decide early next week whether Barnes, Payne or Harlequins' Mike Worsley will travel Down Under as Flatman's replacement.
Barnes and Payne could oppose each other in Saturday's English Premiership final between Bath and Wasps at Twickenham.
Woodward could not consider players from Bath, Wasps, Leicester or Sale Sharks due to those club's play-off commitments - scrum-half Nick Walshe was an exception - while England's sevens commitments in Bordeaux this weekend also took priority.
Woodward insists he is excited by the prospect of fielding a team with just a single member of England's World Cup squad - Mark Regan - against a Barbarians side packed full of proven internationals.
"We picked Mark because we wanted a bit of experience. But I think this is an excellent side. We've just had a run-out and everyone who is coming to Twickenham should see a spectacular game," said the England boss.
"This is a huge chance for all the players involved. It's our job to make sure they get every opportunity to do their best. I'm pleased with the team we've ended up with given the circumstances."
London Irish's Michael Horak and Paul Sackey and Gloucester winger Marcel Garvey will make up the back three against the Barbarians, and Woodward is expecting fireworks from the trio.
"Horak played against Argentina for us but he was slipped down the pecking order recently. But he's an outstanding player," he said.
"Sackey is also special and I'm looking forward to seeing him and Marcel Garvey on the flank. We just have to make sure get the ball to them. If we do then it should be interesting.
"These guys have to take their chance. It will be a full house at Twickenham and the match will be live on TV. All three are in the side on merit and pushing very hard for further recognition."
England team to play the Barbarians in non-cap game at Twickenham on Sunday, May 30:
M Horak (London Irish); P Sackey (London Irish), J Noon (Newcastle), K Sorrell (Saracens), M Garvey (Gloucester); D Walder (Newcastle), N Walshe (Sale Sharks); M Worsley (Harlequins), M Regan (Leeds), R Morris (Northampton), M Cornwell (Gloucester), A Brown (Gloucester), D Hyde (Leeds), A Hazell (Gloucester), H Vyvyan (Newcastle, capt).
Replacements: C Fortey (Gloucester), J Dawson (Harlequins), P Buxton (Gloucester), D Fox (Northampton), H Charlton (Newcastle), T May (Newcastle), D Scarbrough (Leeds).
England flanker James Haskell insists he will be pushing as hard as possible to be back from a toe injury in time to make his case for a spot in Eddie Jones' side looking to defend their RBS 6 Nations title next year.