Sir Clive Woodward has made a number of changes for this weekend's second test match against New Zealand at Westpac Stadium on Saturday.
Woodward has made 11 changes - including four positional switches in the back division - following last weekend's 21-3 defeat in Christchurch.
There are seven new faces - centre Gavin Henson, wing Shane Williams, hooker Steve Thompson, lock Donncha O'Callaghan and the back-row trio of Simon Easterby, Lewis Moody and Ryan Jones.
Easterby and Jones have stormed through after missing out on Woodward's initial 45-man squad selection, clinching Test spots after arriving as respective replacements for injured pair Lawrence Dallaglio and Simon Taylor.
Five changes are inevitably up-front, where the Lions were over-powered by a rampant All Blacks pack five days ago, with an injured Richard Hill joined on the outside by Shane Byrne, Ben Kay, Neil Back and Martin Corry.
Hooker Byrne and back-row forward Corry are now on the replacements' bench, but Leicester pair Kay and 36-year-old Back miss out completely.
Only props Gethin Jenkins and Julian White, together with lock Paul O'Connell, remain for a chance to avenge the Christchurch pummelling.
Behind the scrum, Woodward has at last gone for Welsh Grand Slam stars Henson and Williams, who are among the most creative players in British rugby.
Henson's first Test omission was a major surprise, while Williams booked his place by scoring five tries during yesterday's 109-6 stroll against second division minnows Manawatu.
New skipper Gareth Thomas will partner Henson in midfield, having been switched from the wing to be handed injured captain Brian O'Driscoll's number 13 shirt.
Woodward has also decreed a positional swap for England pair Josh Lewsey and Jason Robinson, with Lewsey at full-back and Robinson on the wing.
Jonny Wilkinson, meanwhile, reverts from inside centre to fly-half instead of Stephen Jones, but Woodward retains Dwayne Peel as his half-back partner, rather than promoting the more experienced England World Cup winner Matt Dawson.
It will be Wilkinson's first start in a full-blown Test at number 10 since the 2003 World Cup final.
The team comprises six Englishmen, six Welsh and three Irish, with five players - Henson, Williams, O'Callaghan, Easterby and Moody - making their Lions Test debuts.
Defeat for the Lions would leave them facing an irretrievable 2-0 deficit with one Test still to go in Auckland on Saturday week, destroying Woodward's dream of following England's World Cup triumph by defeating the All Blacks in New Zealand.
Lions: J Lewsey (Wasps and England); J Robinson (Sale and England), G Thomas (Toulouse and Wales, capt), G Henson (Neath-Swansea Ospreys and Wales), S Williams (Neath-Swansea Ospreys and Wales); J Wilkinson (Newcastle and England), D Peel (Llanelli and Wales); G Jenkins (Cardiff and Wales), S Thompson (Northampton and England), J White (Leicester and England), P O'Connell (Munster and Ireland), D O'Callaghan (Munster and Ireland), S Easterby (Llanelli and Ireland), L Moody (Leicester and England), R Jones (Neath-Swansea Ospreys and Wales).
Replacements: S Byrne (Leinster and Ireland), G Rowntree (Leicester and England), M Corry (Leicester and England), M Williams (Cardiff and Wales), M Dawson (Wasps and England), S Jones (Clermont Auvergne and Wales), S Horgan (Leinster and Ireland).
Speaking after his team's exit in the semi-finals, following a 19-14 defeat to the eventual winners the Newport Gwent Dragons, Coach Tim Taylor spoke to GRTV of how pleased he was with how his team acquitted themselves at the Singha Premiership Rugby 7s Finals.
Ben Vellacott was one of the standout performers in last week's pool stages and, ahead of Friday evening's Singha Premiership Rugby 7s Finals, told GRTV that he and his team mates will just try and play their own game once again.
Gloucester Rugby number eight Ben Morgan was today named in England's squad for Rugby World Cup 2015, a reward for eight months of hard work recuperating from a serious injury suffered back in January. Ben was one of a number of players who spoke at a press conference following the squad announcement.
Steph Reynolds led from the front once again as Gloucester kicked off their Singha Premiership Rugby 7s campaign in style on Thursday evening. The flyer scored three tries but admitted that he left most of the team talk duties to others.
Olly Morgan led the Cherry and Whites to three wins out of three in Group B of the Singha Premiership Rugby 7s and he expressed his delight in the young members of the squad in excelling in front of a bumper Kingsholm crowd.
Olly Morgan leads the Gloucester Rugby Sevens squad this Thursday in the Singha Premiership Rugby 7s Series at Kingsholm, and he is backing the young side to take the opportunity with both hands as they take to the field.
Speaking to the local media this week, Henry Purdy explained the opportunity available for the Gloucester Rugby to lay down a marker in this summer's Singha Premiership Sevens Series, which kicks off at Kingsholm Stadium on Thursday 20 August.