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England made two changes from the side that lost the second one-dayer by 80 runs in Southampton on Tuesday to go 1-0 down in this five-match series following last week's washout in Cardiff.
Kent off-break bowler James Tredwell replaced Graeme Swann after England rested their number one spinner, a mainstay in all three formats, for the second time this season because of a longstanding elbow injury.
And fast bowler Jade Dernbach returned on his Surrey home ground in place of seamer Tim Bresnan, whose eight overs in Southampton cost 61 runs during a match where South Africa's Hashim Amla made 150.
South Africa, whose victory on Tuesday saw them dethrone England as the world's number one ranked one-day side, recalled premier fast bowler Dale Steyn after resting the spearhead of their attack. Steyn replaced Ryan McLaren.
South Africa are currently number one in all three international formats.
This was England's first match since one-day skipper Alastair Cook was also made permanent captain of the Test team following Andrew Strauss's retirement from all cricket on Wednesday.
Teams:
England: Alastair Cook (captain), Ian Bell, Jonathan Trott, Ravi Bopara, Eoin Morgan, Craig Kieswetter (wkt), Samit Patel, James Tredwell, Steven Finn, James Anderson, Jade Dernbach
South Africa: Graeme Smith, Hashim Amla, JP Duminy , AB de Villiers (captain/wkt), JP Duminy, Faf du Plessis, Wayne Parnell, Robin Peterson, Dale Steyn, Morne Morkel, Lonwabo Tsotsobe
Umpires: Kumar Dharmasena (SRI) and Richard Kettleborough (ENG)
TV umpire: Simon Taufel (AUS)
Match referee: Andy Pycroft (ZIM)
