England manager Martin Johnson has made three changes from the team that comfortably disposed of Romania in Dunedin.
Delon Armitage has replaced Mark Cueto on the wing, despite a hat-trick from the Sale Shark.
Prop Matt Stevens has won a start and long-time Johnson confidante Jonny Wilkinson regains the driver's seat from Toby Flood.
Scotland coach Andy Robinson has no choice but to treat this as a knockout match, but Johnson, too, is choosing the sudden-death approach.
"We have to win," he said. "It's knockout rugby.
"Let's not worry about points differences and things like that. We've got to win, they've got to win. That's what World Cups are about.
"No one is under any illusion as to what it's about. It's a huge game. If we get it wrong there's a chance we could be sitting at home," he said
Wilkinson, perhaps stretching the truth a little, said he had been "involved with a good few losses to Scotland" and has no doubts as to how they will approach the game.
"They can just smother you with their passion and their power and performance," Wilkinson said.
One man the Scots will have difficulty smothering is giant centre Manu Tuilagi.
The Samoan-born three-quarter has brushed aside rumours he is eyeing a gig in the Super 15 and has one thing on his mind - winning the World Cup for his adopted country.
"We've just got to worry about ourselves and not worry too much about Scotland's game. Obviously you study your opponent, but you've just got to play your game and play to your strengths."
Tuilagi said he expected Scotland to be very direct.
"Their loss to Argentina will make them even harder to beat," he said. "They need this win, so do we, but they're going to come out a different team.
"It's not a Six Nations team, it's a World Cup."
On foreign soil, no less.
