The match was also a Twickenham farewell for fellow World Cup winner Josh Lewsey, whose left footed grubber kick set up Iain Balshaw for the Barbarians' opening try.
Balshaw, who leaves Gloucester for Biarritz this summer, sporting the socks of his new club rather than those of Gloucester marked the occasion with two tries.
Greg Somerville started at tight head for the Barbarians whilst fellow Gloucester prop Nick Wood replaced Tim Payne on 54 minutes.
Having misplaced his kicking boots in the first half, England fly half Andy Goode delivered a flawless second period display, his boot setting up and converting three tries for debutants Jordan Turner Hall, Tom May and Matt Banahan to claw back a 33-5 deficit and put England within a single score as the final whistle approached.
But ultimately it wasn't to be for Steve Borthwick and his young side. Despite turning in an ambitious attacking display, they were left with too much to do after an hour of rugby that was characterised by an abundance of frustrating mistakes.
England trailed by 14 points at the end of the opening quarter, as first Iain Balshaw and then Chris Jack crossed for converted tries, whilst Jamie Noon's effort was extinguished by a last ditch tap tackle from the BaaBaas' kiwi fly half Glen Jackson.
But they did manage to narrow the gap on the half hour when Lewis Moody, returning to the side after a 15-month absence, snaffled an overthrown BaaBaas lineout that allowed his pack to suck in the defence to create space out wide for newcomer Chris Robshaw, whose neat inside pass allowed Ben Foden to muscle over.
But after narrowing the gap to just nine points, the visitors hit back after the break, scoring two tries in quick succession. A thundering run from Wallaby Rocky Elsom, who will shortly return to Australia having helped Leinster lift the Heineken Cup victory last weekend, was followed by a second touchdown for Balshaw, with Blair's touchline conversion easing the visitors to a surprise 26-5 lead after only 46 minutes.
Johnson's men looked to be in trouble and things quickly got worse when another Lewsey break set up Gordon D'Arcy for a simple two on one. Again, Ben Blair was on hand to add the extras, taking the visitors to a seemingly unassailable 33-5 lead.
Having lost Noon at half time and brought on Tom May, livewire scrum half Danny Care limped off to be replaced by Paul Hodgson.
But England stuck at it. And when a desperate corner flag tackle from rock solid full back Delon Armitage saved a near-certain Schalk Brits try, it seemed to bring them new hope.
Moments later, Goode seized the chance, delivering a chip kick that allowed debutant Quins' centre Jordan Turner-Hall to touch down under the posts and set up a simple conversion.
With Steffon Armitage joining brother Delon on the field and the arrival of Nick Wood and Steve Thompson, England came close on several occasions but couldn't quite muster the composure to penetrate the BaaBaas defence.
Their chance came when the visitors lost replacement flanker Phil Waugh to the sin bin, allowing the forwards to muscle their way towards the try line. Goode successfully pulled off a second chip, this time falling for a waiting May.
Having slotted the conversion, as play restarted he promptly opted for a cross field kick, which was plucked out of the air by the outstretched frame of 6' 7" wing Matt Banahan, the Bath winger doing well to stay in control to crash over and keep fans' hopes alive.
With only six minutes remaining and needing just a converted try to take the lead, England looked as if they might pull off an amazing comeback. But it wasn't to be as the visitors held on for a 33-26 victory and deliver a fitting send off for the retiring World Cup duo.