Bagshot - Jonny Wilkinson has returned in a new-look England midfield after being named Thursday in the side to play Ireland in the team's final Rugby World Cup warm-up match in Dublin on Saturday.
Wilkinson has replaced Toby Flood at flyhalf just a fortnight before England's opening World Cup encounter, against Argentina in New Zealand on September 10.
Tuilagi made a try-scoring debut against Wales three weeks ago and returns to the team in place of Shontayne Hape, with Tindall moving to inside centre.
Tindall, who continues as captain in the absence of Lewis Moody, will win his 72nd cap and draw level with Will Carling as England's most-capped centre.
England, beaten 19-9 by Wales when they last played a fortnight ago, have made six changes in all, with wing Chris Ashton and backrows James Haskell and Tom Croft recalled along with powerhouse prop Andrew Sheridan.
Haskell, despite a recent foot problem, is included while Richard Wigglesworth starts at scrum-half in the ongoing absence of Ben Youngs with a knee injury.
Sheridan, sidelined for much of the season with a shoulder injury, is back to anchor England's scrum.
Uncapped Wasps scrum-half Joe Simpson will win his first cap if he appears as a replacement.
Former New Zealand rugby league international turned union centre Hape is not even on the bench for the match against Ireland.
England may have won this season's Six Nations title but their hopes of a Grand Slam were dashed at the final hurdle following a 24-8 Lansdowne Road loss to Ireland five months ago.
"We expect a hugely competitive game in Dublin and it gives us the ideal run out before we depart for the World Cup," said Johnson, bidding to lead England to a third successive World Cup final, on Thursday.
"These warm up fixtures (England have so far won one and lost one, both against Wales) have been valuable in terms of our preparation for the World Cup, giving players game time together.
"We are pleased to see Andrew Sheridan back in the mix after working hard to get back to full fitness and he, along with Chris Ashton, will make his first start since meeting up in camp."
Johnson, who captained the England 2003 World Cup winning team in which Tindall also played, added: "Mike Tindall captains the side and, as he reaches another milestone in the game, he further demonstrates the level of quality and experience he brings to the side as a player and leader."
England: 15 Ben Foden; 14 Chris Ashton, 13 Manu Tuilagi, 12 Mike Tindall (capt), 11 Mark Cueto; 10 Jonny Wilkinson, 9 Richard Wigglesworth; 8 Nick Easter, 7 James Haskell, 6 Tom Croft; 5 Courtney Lawes, 4 Louis Deacon, 3 Dan Cole, 2 Steve Thompson, 1 Andrew Sheridan
Substitutes: 16 Dylan Hartley, 17 Matt Stevens, 18 Simon Shaw, 19 Tom Wood, 20 Joe Simpson, 21 Toby Flood, 22 Delon Armitage