Though the two countries met in Buenos Aires in an eight-team tournament of 1999, in their Championship clashes, Wales won 36-21 at Neath in 1999; 15-12 at New Brighton in 2000 and 27-12 at Pontypridd last year.
After winning in Ireland and losing at home to France, Wales defeated Italy at Bridgend by 65-12, but nevertheless make several changes.
Liam Roberts switches wings for James Strong to make his debut, though he played in the 'A' team's draw with England 'A' at Pontypridd last December.
Andrew Powell, the powerful Newport forward is brought in at no 8, and Ryan Jones at lock, but the squad's only full international - Gavin Henson - is again on the replacements bench.
The overall Wales record in matches played in the Northern hemisphere is - Played 47, Won 36, Lost 11.
England's only victory against Wales was in their first meeting in 1998 at Worcester, winning 46-7.
Team: 15 Gareth Swales (Swansea); 14 James Strong (London Welsh), 13 Hal Luscombe (Newport), 12 Matthew Brayley (Swansea, capt), 11 Liam Roberts (Cardiff); 10 Nicky Robinson (Cardiff), 9 Michael Phillips (Llanelli); 1 Paul James (Neath), 2 Adam Matthews (Neath), 3 Adam Jones (Neath), 4 Luke Tait (Cardiff), 5 Ryan Jones (UWIC), 6 Rhys Williams (Ebbw Vale), 7 Gareth Williams (Llanelli), 8 Andrew Powell (Newport)Replacements: 16 Matthew Miles (Northampton), 17 Phil John (Llanelli), 18 Ceiron Jones (Llanelli), 19 Bryn Griffiths (Llanelli), 20 Rhys Jones (Newport), 21 Chris Miller (Cardiff), 22 Gavin Henson (Swansea).
RGC 1404 have celebrated their crowning as Division One East winners, after just one season of competitive rugby. A big crowd turned out to support the clubs 'Celebration Saturday' when they were presented with the SWALEC trophy following their definitive 45-0 home win against Rhydydfelin on 18 May.
A special video package as Pontypridd claimed the double for the first time in their history by winning the Principality Premiership final, including match build-up, highlights, post match reaction and dressing room celebrations.