Wallabies coach Michael Cheika has made 14 changes to his starting XV for Saturday's crucial Pool A clash with England at Twickenham.
Cheika has reverted to the run-on side that started the Wallabies’ opening match against Fiji with captain Stephen Moore returning for his 98th Test appearance, while Adam Ashley-Cooper and Michael Hooper will once again share the vice-captaincy.
David Pocock will start at number eight again alongside fellow tearaway Michael Hooper and Scott Fardy in an experienced back row, while Scott Sio is the only survivor from the team the cruised past Uruguay.
The Wallabies go into the match against the host nation looking to build on their first two performances of the tournament.
"We've been working hard each day this week to improve our game before we play England on Saturday,” said Cheika.
“I believe that this selection, the same starting team that ran out against Fiji, has been really clear on where we must improve and the level we must be at to compete with England, and we know that it's going to be a very tough challenge.
“The group is really committed to making all Australians truly proud of how we represent them at this Rugby World Cup and Saturday night will be another opportunity for us to do that."
Cheika will name his eight-man replacements bench following the Wallabies' training session later on Thursday.
Australia: 15 Israel Folau, 14 Adam Ashley-Cooper, 13 Tevita Kuridrani, 12 Matt Giteau, 11 Rob Horne, 10 Bernard Foley, 9 Will Genia, 8 David Pocock, 7 Michael Hooper, 6 Scott Fardy, 5 Rob Simmons, 4 Kane Douglas, 3 Sekope Kepu, 2 Stephen Moore (c), 1 Scott Sio.
Replacements: 16 tbc.
Date: Saturday, October 3
Kick-off: 20:00 local (19:00 GMT)
Referee: Romain Poite (France)
Assistant referees: George Clancy (Ireland), Marius Mitrea (Italy)
Television match official: Shaun Veldsman (South Africa)