Bernard Foley returns at fly-half over Quade Cooper, with Michael Hooper alongside David Pocock in the back-row and Matt Giteau at inside-centre.
Australia has a lot to be happy about as they lead pool A after two victories. A defeat over England would see the Rugby World Cup hosts removed from the tournament.
“This selection has been really clear on where we must improve and the level we must be at to compete with England,” said Michael Cheika, Australia coach.
“We know that it’s going to be a very tough challenge.”
Sam Carter and James Hanson have replaced Palu and Skelton due to injuries.