After back-to-back wins over Bucharest in the Amlin Challenge Cup, Hill recalls Dale Rasmussen to midfield in place of Andy Short, the only change to the back-line.
Matt Mullan returns from injury to take his place in the front row in place of Bruce Douglas, Craig Gillies is back in the second row with Ben Gulliver dropping out, whilst Sam Betty and Chris Jones are recalled to the back-row.
Fit-again Matt Kvesic and former Leicester star Andy Goode are named among the replacements along with Fijian star Ravai Fatiaki.
Scott Hamilton and Billy Twelvetrees return to the Leicester back line as coach Richard Cockerill freshens his Tigers up after their tough win over Clermont.
Hamilton replaces Geordan Murphy at full-back, and Twelvetrees' return at 12 sees Manu Tuilagi revert to outside centre, with Matt Smith moving to the left wing in place of Alesana Tuilagi.
Up front, Dan Cole starts in place of Martin Castrogiovanni, Ed Slater comes in to the second row ahead of George Skivington and Ben Woods takes Julian Salvi's openside spot.
Worcester: Pennell, Garvey, Grove, Rasmussen, Benjamin, Carlisle, Perry, Mullan, Shervington, Taumoepeau, Percival, Gillies, Betty, Abbott, Jones.
Replacements: Douglas, Lutui, Tomaszczyk, Gulliver, Kvesic, Arr, Goode, Fatiaki
Leicester: Hamilton, Agulla, M Tuilagi, Twelvetrees, Smith, Flood, Youngs, Stankovich, Chuter, Cole, Deacon, Slater, Croft, Woods, Waldrom.
Replacements: Hawkins, Castrogiovanni, White, Mafi, Salvi, Young, Staunton, Morris
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The entire All Blacks apparel line has been updated for 2013/14. Check out the New Zealand All Blacks polo.
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