Sefanaia Naivalu and Kane Douglas have been rewarded for their impressive form with starting roles in the Wallabies' European rugby tour finale against England.
Coach Michael Cheika has made four changes to the starting team for Saturday's Twickenham showpiece following Saturday's loss to Ireland.
Naivalu replaces Henry Speight on the wing, while World Cup starter Douglas takes over from Rory Arnold in the second row.
Powerful No.8 Lopeti Timani returns at the expense of Dean Mumm, with David Pocock moving from No.8 to the blindside flanker role.
And Nick Phipps takes over at halfback, with Cheika unable to secure Will Genia's release from his French club Stade Francais this week.
The decision to relegate Mumm will come at a cost to the lineout, leaving the visitors with one less frontline jumper.
Cheika said the surprising decision to start with Douglas ahead of Arnold was down to his strong showing after coming on against Dublin in the second half of the 27-24 loss to Ireland last week.
"I thought he had a good second half when he came on," Cheika said
"He's been a guy trying to get back to his best form. He'd had a really good training week and I wanted to give him some extended time and get him involved. I think he did well and I wanted to reward that."
Mumm, who escaped a suspension on Tuesday after being cited for a lifting tackle on Ireland's Tadhg Furlong, is axed for the more mobile Timani with England missing talismanic No.8 Billy Vunipola.
However, Chieka denied the decision had anything to do with the absence of the powerful Vunipola who has blossomed into one of the England's key players.
"He'll give us a lot of punch and strength in attack and defence," Cheika said.
"That extra weight he's got, his ball carrying and strong defence. It's going to be a very physical game and he's fresh now after a couple of weeks off and ready to go. I think we'll need that extra grunt in there for this game.
"They have a pretty good guy backing up for Vunipola, who is new on the scene, in (Nathan) Hughes.
"He's a pretty sizeable chap himself and a pretty good ball carrier. It's not in response to what the other team does, it's what I think we need to win this game."
Wallabies: Israel Folau, Dane Haylett-Petty, Tevita Kuridrani, Reece Hodge, Sefanaia Naivalu, Bernard Foley, Nick Phipps; Lopeti Timani, Michael Hooper, David Pocock, Kane Douglas, Rob Simmons, Scott Sio, Stephen Moore (capt), Sekope Kepu. Reps: Tolu Latu, James Slipper, Tom Robertson, Dean Mumm, Sean McMahon, Nick Frisby, Quade Cooper, Henry Speight.
