David Pocock has been passed fit for Australia's clash with England but there is no place in the squad for Kurtley Beale.
Pocock damaged his neck during the victory over Italy last weekend and there were concerns he may not be fit for the Cook Cup showdown on Saturday.
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The flanker will start against Eddie Jones' side, with Beale not even named among the replacements.
Experienced prop Sekope Kepu gets the nod ahead of Folau Fainga'a as the Wallabies attempt to end a run of five consecutive defeats to England.
Israel Folau remains at full-back, with Dane Haylett-Petty and Jack Maddocks named on the wings for what will be Will Genia's 100th appearance for his country.
Australia: Israel Folau, Dane Haylett-Petty, Samu Kerevi, Bernard Foley, Jack Maddocks, Matt Toomua, Will Genia; Scott Sio, Tolu Latu, Sekope Kepu, Izack Rodda, Adam Coleman, Jack Dempsey, Michael Hooper (captain), David Pocock.
Replacements: Tatafu Polota-Nau, Jermaine Ainsley, Allan Alaalatoa, Rob Simmons, Ned Hanigan, Pete Samu, Nick Phipps, Sefa Naivalu.
