Grayson in for Springbok showdown
England have opted for the experience of Paul Grayson (pictured) at the expense of Jonny Wilkinson for their quarter-final clash in Paris against South Africa.
It is one of five changes made by England coach Clive Woodward from the line up that beat Fiji in the quarter-final play-off.
Wilkinson, who was replaced by Grayson after a heavy tackle from Fiji skipper Greg Smith during Wednesday's quarter-final victory at Twickenham, is among England's substitutes.
Wing Dan Luger has recovered from a groin strain and will take his position on the left wing.
Austin Healey, who also failed to last the distance against Fiji because of a back problem, is another substitute.
Nick Beal wins his second World Cup start on the right wing, with Matt Dawson returning at scrum-half.
In the pack, Saracens lock Danny Grewcock is back for Garath Archer, while Richard Hill regains his blindside flanker's role from Joe Worsley.
England coach Clive Woodward would not be drawn on whether Wilkinson and Healey are still suffering after effects of injuries or have been omitted on form.
But he said: "Everyone is fine and fully fit. The players are very focused and looking forward to what will be a huge game."
Grayson, who set a new England record by kicking 36 points against Tonga last Friday, is more experienced than Wilkinson and with rain forecast in Paris on Sunday, Grayson's tactical kicking game may have won him the vote.
Full-back Matt Perry, another casualty of a bruising Fiji match, retains his places while Will Greenwood and Phil de Glanville - who replaces Mike Catt - resume their midfield partnership.
Hooker Phil Greening has been given the nod ahead of Richard Cockerill having turned in another impressive display against Fiji, while Grewcock and skipper Martin Johnson form the second-row pair.
England: Matt Perry; Nick Beal, Will Greenwood, Phil de Glanville, Dan Luger; Paul Grayson, Matt Dawson; Lawrence Dallaglio, Neil Back, Richard Hill, Danny Grewcock, Martin Johnson(capt), Phil Vickery, Phil Greening, Jason Leonard.
Replacements: Jonny Wilkinson, Mike Catt, Austin Healey, Tim Rodber, Martin Corry, Darren Garforth, Richard Cockerill.