There is a dangerous look to the backline with exciting prospects Josh Lewsey and James Simpson-Daniel coming in at full-back and wing respectively, while the return of Mike Tindall at inside centre beefs-up the midfield.
Matt Dawson has been restored to the scrum-half position after his injury lay-off and expect him to cause problems around the fringes with Jonny Wilkinson - skippering England for the first time - calling the shots out wide.
A clutch of injuries up-front sees Woodward field a weakened pack but winning ball against the Italian forwards should not prove too difficult.
Italy's opening-day victory over Wales has given John Kirwan's side a massive boost as they look to shed their tag of perennial 6 Nations whipping boys.
Although they collapsed to a heavy defeat against Ireland the following week, it has given Italy the belief that they can avoid the wooden spoon.
But Kirwan is under no illusions over the task facing his team at Twickenham - he admitted earlier in the week that England are currently the best side in the world and knows anything other than a comprehensive home victory will be deemed a failure by Woodward's men.