Jonathan Joseph and Ben Morgan have been passed fit for England's crunch clash against Michael Cheika's men at Twickenham on Saturday, while Joe Launchbury replaces the injured Courtney Lawes.
Centre Joseph comes in for Bath team-mate Burgess, who has been named among the replacements, after recovering from a chest injury which kept him out of the Pool A defeat to Wales last weekend.
Number eight Morgan will also start after sitting out the Wales loss due to a knee injury and replaces Billy Vunipola, who has been ruled out of the rest of the tournament with knee ligament damage.
Lock Launchbury gets the nod to make his first World Cup start after Lawes was ruled out due to a knee problem, while scrum-half Ben Youngs (ankle) has proved his fitness for what is a must-win game for England.
George Kruis comes into the 23 and Nick Easter will also be on the bench after the veteran was called up this week following Vunipola's injury blow.
England head coach Stuart Lancaster said: "JJ and Ben Youngs are both fit and raring to go, as are the rest of the squad for what will be a huge game against a very good team.
"England-Australia matches at Twickenham are always massive occasions, this one more than ever, and we want everyone behind us so we can get the result we all want."
A loss would almost certainly end England's hopes of progressing from the so-called 'Pool of Death'.
The Wallabies sit on nine points ahead of Wales (nine) on points differential, wiith England third on six points with two matches remaining in the pool stage.
England: Mike Brown, Anthony Watson, Jonathan Joseph, Brad Barritt, Jonny May, Owen Farrell, Ben Youngs, Ben Morgan, Chris Robshaw, Tom Wood, Geoff Parling, Joe Launchbury, Dan Cole, Tom Youngs, Joe Marler.
Reserves: Rob Webber, Mako Vunipola, Kieran Brookes, George Kruis, Nick Easter, Richard Wigglesworth, George Ford, Sam Burgess.