A whole new back row sees Andy Buist at No.8 for Colin Charvis, while Ben Woods takes the place of Cory Harris at openside flanker and Owen Finegan returns for Mike McCarthy at blindside.
In the backs there is a new half back pairing as former Tiger James Grindal replaces Hall Charlton and Toby Flood comes in for Dave Walder, while the only other change sees fit-again Mark Mayerhofler take the place of Joe Shaw at inside centre.
Prop Jonny Williams returns on the bench after spending the last three weeks in New Zealand at a specialist front row camp, while Ollie Phillips is back after England Sevens duty in Wellington and Los Angeles.
Only a couple of hundred standing tickets remain on sale for the game, and can be bought by calling 0871 226 60 60, logging on to the club website or popping in to Kingston Park during office hours.
Newcastle Falcons team:
15 Matthew Burke (captain)
14 Tom May
13 Mathew Tait
12 Mark Mayerhofler
11 Anthony Elliott
10 Toby Flood
9 James Grindal
1 Micky Ward
2 Andy Long
3 Robbie Morris
4 Andy Perry
5 Geoff Parling
6 Owen Finegan
7 Ben Woods
8 Andy Buist
Replacements:
Jonny Williams
Matt Thompson
Stuart Grimes
Mike McCarthy
Hall Charlton
Dave Walder
Ollie Phillips
