Baa Baas coach David Young have rotated his squad for the England game with Federico Pucciariello, who watched the Ireland game from the stand, and Justin Harrison, who performed 'water boy' duties against the Irish, two of the players to benefit.
Both Pucciariello and Harrison started the Baa Baas' 22-5 victory over South Africa at Twickenham last December, when Ireland's Eddie O'Sullivan was in charge of the world famous invitational side.
The captaincy duties for Sunday's game pass from Australia's Morgan Turinui to England hooker Mark Regan. His international colleague Iain Balshaw and former Wales captain Gareth Thomas have been included in the backs.
There are doubts over the participation of out-half Stephen Larkham (knee) and flanker Maama Molitika (shoulder) but the Baa Baas have been boosted by All Black Jerry Collins' inclusion in the back row.
Thankfully, Collins' fellow New Zealander Craig Newby is on the mend after a serious-looking injury forced him off before half-time in Tuesday's clash with Ireland.
The Barbarians flanker suffered a partial ligament tear in his lower neck as he stretched over for a try just short of the interval. He will be sidlined for three to four weeks before joining his new club Leicester for pre-season training.
Sunday's England v Barbarians game has a 3pm kick-off time and will be broadcast live on Sky Sports 1.
BARBARIANS (v England): Thinus Delport (Worcester Warriors & South Africa); Gareth Thomas (Cardiff Blues & Wales), Morgan Turinui (Queensland Reds & Australia), Seilala Mapusua (London Irish & Samoa), Iain Balshaw (Gloucester & England); Stephen Larkham (Australia) or Glen Jackson (Saracens), Andy Gomarsall (Harlequins & England); Federico Pucciariello (Munster & Italy), Mark Regan (Bristol & England) (capt), Cobus Visagie (Saracens & South Africa), Kris Chesney (Saracens), Justin Harrison (Ulster & Australia), Jerry Collins (New Zealand), Maama Molitika (Cardiff Blues & Tonga) or David Croft (Queensland Reds & Australia), Pedrie Wannenburg (Blue Bulls & South Africa).
Replacements: Sebastien Bruno (Sale Sharks & France), Patrice Collazo (Gloucester & France), Santiago Dellape (Biarritz & Italy), David Croft (Queensland Reds & Australia) or Mitchell Chapman (Brumbies), Michael Claassens (Bath & South Africa), Stephen Larkham (Australia) or Glen Jackson (Saracens), Jaco Pretorius (Lions & South Africa).