Ben Foster starts in goal with Phil Jones moving to right-back and Chris Smalling coming in for Phil Jagielka in defence. Luke Shaw also starts at left-back, while James Milner and Adam Lallana are on the flanks. Daniel Sturridge continues up front, and Frank Lampard makes what could be his last ever England start in midfield.
There is no place for Wayne Rooney or Steven Gerrard, two players who attracted criticism throughout England's campaign.
Costa Rica, meanwhile, also make changes. Roy Miller and Randall Brenes come into a side which has hugely impressed so far and they will look to earn at least the point necessary to top their group - a remarkable achievement from a country everybody had expected to finish last.
England starting lineup (4-5-1): Ben Foster; Phil Jones, Gary Cahill, Chris Smalling, Luke Shaw; James Milner, Frank Lampard, Jack Wilshere, Ross Barkley, Adam Lallana; Daniel Sturridge.
Costa Rica starting lineup (4-3-1-2): Keylor Navas; Giancarlo Gonzalez, Roy Miller, Oscar Duarte, Cristian Gamboa; Junior Diaz, Yeltsin Tejeda, Celso Borges; Bryan Ruiz; Joel Campbell, Randall Brenes.