England Women Head Coach Simon Middleton has made ten changes to the starting line-up after his side saw off Spain in their opening game on Wednesday.
Middleton said: “We have options available to us in terms of selection and running different combinations.
“We want to take full advantage of the depth, talent and experience in the squad. Our aim is to continually build and improve on performance.
“The team have recovered well and have been working hard over the past two days to ensure we are fully prepared for the next challenge.
“We are expecting a tough and physical encounter. Italy have caused us plenty of problems in the past and are an incredibly talented side.”
England have faced Italy in two previous World Cups in 1991 and 2002, and the teams last met in the 2017 Six Nations where England secured a hard fought 29-15 win.
Meanwhile, fellow Valkyrie Dyddgu Hywel is set to start at full-back for Wales as they come up against Canada in their second match of the competition.
England Women Squad
15 Danielle Waterman (Bristol, 71 caps)
14 Lydia Thompson (Worcester Valkyries, 33 caps)
13 Emily Scarratt (Lichfield, 70 caps) ©
12 Rachael Burford (Harlequins Ladies, 68 caps)
11 Amy Wilson-Hardy (Bristol, 7 caps)
10 Amber Reed (Bristol, 40 caps)
9 Natasha Hunt (Lichfield, 37 caps)
1 Rochelle Clark (Worcester Valkyries, 125 caps)
2 Amy Cokayne (Lichfield, 29 caps)
3 Justine Lucas (Lichfield, 23 caps)
4 Tamara Taylor (Darlington Mowden Park Sharks, 106 caps)
5 Zoe Aldcroft (Darlington Mowden Park Sharks, 5 caps)
6 Izzy Noel-Smith (Bristol, 33 caps)
7 Marlie Packer (Bristol, 47 caps)
8 Alex Matthews (Richmond, 33 caps)
Replacements
16 Heather Kerr (Darlington Mowden Park Sharks, 9 caps)
17 Vickii Cornborough (Harlequins Ladies, 27 caps)
18 Poppy Cleall (Bristol, 13 caps)
19 Harriet Millar-Mills (Lichfield, 47 caps)
20 Sarah Hunter (Bristol, 94 caps)
21 La Toya Mason (Darlington Mowden Park Sharks, 67 caps)
22 Katy Mclean (Darlington Mowden Park Sharks, 87 caps)
23 Megan Jones (Bristol, 5 caps)
Pool B
England 56 v 5 Spain
Tries: Jones, Wilson (4), Scarratt, Millar-Mills, Matthews, Cokayne, Thompson
Conversions: Mclean (2), Scarratt
England v Italy
Sunday 13 August – Billings Park UCD, Dublin (kick-off 2.30pm)
Live coverage ITV1 from 2pm
England v USA
Thursday 17 August – Billings Park UCD, Dublin (kick-off 2.30pm)
Live coverage ITV4 from 2pm