Danny Cipriani (London Wasps) returns taking the role of full back whilst last weekend's try scorer Shane Geraghty (Northampton Saints) retains the number 10 shirt.
Bath prop David Flatman starts for the first time since last June's Churchill Cup and Leed's flanker Hendre Fourie makes his debut alongside Chris Robshaw (Harlequins) and last week's man of the match Phil Dowson (Northampton Saints).
Jon Clarke (Northampton Saints) joins Benjamin (Worcester Warriors) in the back line whilst Newcastle's Micky Young is promoted from the bench to start at scrum half.
Worcester Director of Rugby Mike Ruddock said: "I spoke to Stuart Lancaster on Monday and he was very, very impressed with Miles.
"He thought he trained superbly well and was so impressed with him that he said to me, if he can, he'd try and work with Martin Johnson to start him this week.
"That is great for Miles as it is great for us. I'm really pleased with Miles because when he first came into our set-up he was such a laidback character. He is really powerful but sometimes in training he gives you the impression that perhaps he's not really selling himself into it.
"I have spoken to Miles about this in the past and spoke to him before he went away with the Saxons. I told him he needs to show he is really focused and wants this - it sounds like that is what he's done.
"He's made a big impact, even though he was on the bench in the first game. He has obviously worked really hard in training and I know he has knocked on Stuart Lancaster's door and told him, while he is happy to be on the bench, he wants to be in the team."
England Saxons to face Italy A:
15 Danny Cipriani (London Wasps)
14 David Strettle (Harlequins)
13 Jon Clarke (Northampton Saints)
12 Brad Barritt (Saracens)
11 Miles Benjamin (Worcester Warriors)
10 Shane Geraghty (Northampton Saints)
9 Micky Young (Newcastle Falcons)
1 David Flatman (Bath Rugby)
2 Rob Webber (London Wasps)
3 Paul Doran-Jones (Gloucester Rugby)
4 Geoff Parling (Leicester Tigers)
5 George Skivington (London Wasps, captain)
6 Chris Robshaw (Harlequins)
7 Hendre Fourie (Leeds Carnegie)
8 Phil Dowson (Northampton Saints)
16 Tom Mercey (Saracens)
17 Rob Vickers (Newcastle Falcons)
18 Dave Attwood (Gloucester Rugby)
19 Tom Wood (Worcester Warriors)
20 Richard Wigglesworth (Sale Sharks)
21 Dominic Waldouck (London Wasps)
22 Alex Goode (Saracens)