The Gloucester outside half warmed-up for the two Test tour of Argentina by scoring 20 points and there were tries for the uncapped trio of Marland Yarde, Kyle Eastmond and Christian Wade.
There were consolation tries at the death from Sarcens hooker Schalk Brits and London Wasps full back Elliot Daly, but it was not the performance Baa-Bass head coach Dai Young wanted a week before facing the Lions.
Young will have the likes of Sergio Parisse, Martin Castrogiovanni and Leonardo Ghiraldini to call on to pep up his pack, but his side struggled to cope with the ferocious pace behind the England scrum.
The Barbarians have met the Lions once before back in 1977. The Lions won that game and will be looking to kick-off their 125th anniversary tour with a famous win at the Hong Kong Stadium.