Hooker Andy Long comes in for Matt Thompson, while James Grindal takes the place of Hall Charlton at scrum half.
The side is otherwise unchanged from that which defeated London Irish 23-16 at Kingston Park last Saturday, as the Falcons aim to book their place in next Saturday's Wild Card final at Twickenham against the winners of the Saracens v Worcester semi final.
Having had to grind out victory over the Exiles last weekend largely via the boot, director of rugby Rob Andrew hailed the tactical nous of his team having won the hard way.
"We had to work last weekend, and it's never easy against London Irish," he said.
"In amongst everything that was going on out there I thought we managed the game well tactically. It was one of those days where we had to settle it by kicks, so we did what was needed.
"In that situation you just have to understand what is required. That was the pleasing thing about that game - they appreciated what needed to be done to win. They didn't get too upset with the referee despite some tough calls, didn't get flustered and just did the job."
As for what sort of game can be expected this time round, Andrew stated: "We want to win with attacking rugby and put on a show, but last week was a big tactical step in that we said if the opposition are going to constantly concede penalties, we'll just boot them over and beat them that way. Yes, we'd prefer to score tries, but if we're slowed down at every chance we can just take another three each time and build a score.
"That was a big learning curve, and it gives us another string to our bow that we can go down a different avenue and still be effective. Having Jonny in the side also makes a difference because sides know that they just can't infringe anywhere in their own half because he will make them pay.
"It gives opposition teams the dilemma of having to allow us legal quick ball and give us the chance to score tries, or concede penalties and give us the chance for three points."
Having drawn 27-27 with Gloucester at Kingston Park two months ago, Andrew believes that there is not to much to choose between Sunday's sides, saying: "Gloucester aren't playing particularly well at the moment, and we will cause them problems whatever happens.
"But having said that, I don't think there's that much between the two sides, and the draw with them was probably a fair reflection of that game, so it could be tight again."
After a rotten run of injuries Andrew now has a host of his experienced performers back, saying: "Having the likes of Colin Charvis, Jonny and Matt Burke available to us again makes a big difference, and that was obvious on Saturday.
"Burkey was sensational, and put in one of the best performances I've ever seen from a fullback, and all three were very effective in shaping the outcome of the game along with the rest of the lads.
"We've now got quite a settled nucleus to the side, which is an unusual position for us since Christmas because of the massive number of injuries we've had. There were weeks where you're looking round the changing room trying to pull 22 names out of a hat, but we're starting to get players back now and have a bit of consistency in selection.
"We've finally had enough players back to do some quality work in training, and if you look at our last couple of games you can see the improvement.
"None of our last few games have been classics, but there has been a professionalism about the way we've gone about things, and it goes without saying that when you start to get your best players back then the performances get better."
Signalling the importance of Sunday's match and the European qualification, he insisted: "We know that this is the last chance saloon for us in terms of Heineken Cup qualification. There's the opportunity of a Twickenham final in a week's time, and there's an enormous amount riding on it.
"We're going at it full throttle and in a great frame of mind. We've had a good few weeks together now and we're very well prepared for this. We've got every chance down there, although we know they won't roll over and that they're a good side.
"The mood right throughout the club is a positive one. We've trained well, we have a good group to choose from and we believe we can go down there and win."
Tickets for Sunday's Kingsholm clash are still available through Gloucester by calling 0871 871 8781, or online by going to www.gloucesterrugbyclub.com
Newcastle Falcons team to face Gloucester:
15 Matthew Burke
14 Tom May
13 Jamie Noon
12 Mark Mayerhofler
11 Mathew Tait
10 Jonny Wilkinson
9 James Grindal
1 Galo Alvarez Quiòones
2 Andy Long
3 Micky Ward
4 Luke Gross
5 Stuart Grimes
6 Colin Charvis (captain)
7 Cory Harris
8 Phil Dowson
Replacements:
David Wilson
Matt Thompson
Geoff Parling
Mike McCarthy
Hall Charlton
Dave Walder
Mark Wilkinson
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