Jonny May gets his first start of the season on the left wing. James Simpson-Daniel moves across to the right wing with Charlie Sharples named on the bench.
The other changes are in the pack with Shaun Knight, Will James and Ben Morgan all coming in to the starting line up. Knight and James are also making their first starts of the season.
The Falcons have made a decent start to their return to the Aviva Premiership, and their impressive home record against Gloucester in recent times means that Davies is expecting a tough afternoon.
"They're a well drilled team, very well organised and they'll always expect to get their results up there. They're playing at home, and they'll look to build a lead and put pressure on us.
"Historically, they've done exceptionally well against Gloucester. I've no doubt that they'll target this as a win game for them.
"We've been able to analyse their first three games, and that tells us certain things. But they're a very difficult side to play against and, if you get it wrong, they'll hurt you."
Rob Cook; James Simpson-Daniel, Henry Trinder, Billy Twelvetrees, Jonny May; Freddie Burns, Jimmy Cowan; Dan Murphy, Darren Dawidiuk, Shaun Knight; Tom Savage (capt), Will James; Sione Kalamafoni, Matt Kvesic, Ben Morgan
Koree Britton, Yann Thomas, Rupert Harden, Elliott Stooke, Gareth Evans, Dan Robson, Mike Tindall, Charlie Sharples