Youngsters Freddie Burns and Jonny May are given a chance to shine as they are named to start against Bath on Saturday afternoon.
The match, a joint Testimonial game for Gloucester's Andy Hazell and Bath's Lee Mears, is Gloucester's first preseason friendly of the summer.
As well as Burns and May, there is a first Gloucester outing for summer signings Tom Voyce, Paul Doran-Jones and Dave Attwood with fellow newcomers Darren Dawidiuk and Pierre Capdevielle on the bench.
Tom Voyce; Charlie Sharples, Jonny May, Carlos Spencer, Lesley Vainikolo; Freddie Burns, Dave Lewis; Alasdair Dickinson, Scott Lawson, Paul Doran-Jones, Dave Attwood, Alex Brown, Peter Buxton, Andrew Hazell, Gareth Delve (capt).
Darren Dawidiuk, Pierre Capdevielle, Adam Eustace, Dan Williams, Rory Lawson, Mike Tindall, James Simpson-Daniel, Nick Wood, Marco Bortolami.
Speaking with the local media before the Gloucester team set off on the long trip north to Newcastle, Director of Rugby David Humphreys discussed his team selection and stated that Friday night's meeting will be a challenging one.
Speaking to the local media on Thursday, Matt Kvesic was looking forward to the trip to Newcastle Falcons, and the captain is looking to lead from the front with plenty for the Cherry and Whites to work on.
Gloucester saw a 12-0 lead overturned by Harlequins on Friday night as the visitors ran out 22-15 winners. After the game, Director of Rugby David Humphreys spoke about missed opportunities on the night.
Speaking to the local media on Thursday, James Hudson explained his excitement for tonight's game with Harlequins and that he is backing the Cherry and White squad to impress during the next set of Aviva Premiership games.
Despite a dream start at Kingston Park, scoring a try after just 26 seconds, Gloucester couldn't capitalise against a dogged Newcastle Falcons side. Too many penalties were conceded and too many errors made as the Falcons prevailed 20-10.
There are three changes to Gloucester Rugby's starting line-up for Friday evening's Aviva Premiership fixture away at Newcastle Falcons. Steve McColl will make his first Premiership start for the club.