Gibbes takes over from Jerry Collins in a shuffled back row

Gibbes takes over on the blindside from deposed captain Reuben Thorne, with Jerry Collins dropped in favour of Xavier Rush at number eight.

Hooker Keven Mealamu keeps his place despite an injury-affected season and prop Carl Hayman is recalled in place of Greg Somerville.

Carlos Spencer retains the fly-half berth with Andrew Mehrtens omitted.

Tana Umaga returns at centre as captain, succeeding Thorne, after missing most of the World Cup with a knee injury.

His midfield partner will be Daniel Carter, who will assume the goalkicking duties.

I just hope the players realize they have a huge challenge against the best team in the world All Blacks coach Graham Henry

Auckland Blues captain Rush, 26, will start his first Test since 1998, when he made his only appearance against Australia in Sydney before being dropped.

New coach Graham Henry has also recalled Carl Hayman at tighthead for his first Test since 2002, when he started against Wales at Cardiff.

Gibbes, meanwhile, is preferred to the punishing tackler Collins at blindside, even though he played most of the Super 12 season at lock.

"It's a form pack with Hayman, Gibbes and Rush in particular playing their way into the side with their form in the (All Black) trial," Henry said.

England recall Catt

"It's quite a big pack which is an advantage if they can put it together."

Mehrtens was expected to pressure Spencer for a starting spot, but Henry opts for Otago Highlanders fly-half Nick Evans on the bench instead.

Powerful centre Sam Tuitupou will make his debut if he comes on.

While England are training in Auckland, the All Blacks are preparing for Saturday's match, which kicks off at 0835 BST (1935 local time) in cold conditions in Dunedin.

"I just hope the players realize they have a huge challenge against the best team in the world. I'm sure they do."