Gloucester's Freddie Burns will start in the 10 jersey for England against the All Blacks on Saturday night in just his fourth test match.
British and Irish Lions Geoff Parling and Manu Tuilagi are included while there is a return for London Wasps flanker James Haskell after a 12-month absence.
Seven players that started against Italy in the Six Nations are included in the XV - captain Chris Robshaw, Mike Brown, Danny Care, Joe Launchbury, Jonny May, Ben Morgan and David Wilson.
England head coach Stuart Lancaster said: "We've had a good week's training in Auckland and have prepared well and are ready for the massive challenge ahead. It doesn't get much bigger than playing New Zealand at Eden Park where they haven't lost in 20 years but those selected know what they have to do.
"Billy Twelvetrees is recovering well from his ankle injury and should be available for the second yest and it's now a good opportunity for Kyle Eastmond to build on what he achieved in Argentina last summer.
"It's great to welcome back Geoff Parling and James Haskell who have a lot of experience and equally it's a fantastic opportunity for Joe Gray and Chris Pennell, who have really impressed in training, should they come off the bench for their first caps."
England squad 15 Mike Brown (26 caps) 14 Marland Yarde (2 caps) 13 Manusamoa Tuilagi (22 caps) 12 Kyle Eastmond (2 caps) 11 Jonny May (6 caps) 10 Freddie Burns (3 caps) 9 Danny Care (47 caps) 8 Ben Morgan (20 caps) 7 Chris Robshaw (capt, 25 caps) 6 James Haskell (50 caps) 5 Geoff Parling (19 caps) 4 Joe Launchbury (19 caps) 3 David Wilson (34 caps) 2 Rob Webber (5 caps) 1 Joe Marler (19 caps)
Replacements 16 Joe Gray (uncapped) 17 Matt Mullan (3 caps) 18 Henry Thomas (6 caps) 19 Dave Attwood (10 caps) 20 Tom Johnson (7 caps) 21 Ben Youngs (35 caps) 22 Danny Cipriani (7 caps) 23 Chris Pennell (uncapped)
