We were caught off guard by Johnson's men concedes Giteau

The Australian fly-half will captain the Barbarians in the MasterCard Trophy match against South Africa, but admits he is still smarting from the 35-18 loss against Martin Johnson's men, a victory which he believes puts England "right up there" with the sides

capable of winning the World Cup in New Zealand next year.

It was Australia's only defeat of their autumn tour and contained a try from England wing Chris Ashton which many believe was the best seen at Twickenham.

Giteau said: "They outplayed us. We weren't ready for the style of football that they played. That caught us off guard. It was one of those days. Hopefully next time we will be better prepared."

Following that result Giteau was dropped for the first time in five years, for Australia's match against Italy. It has not dented his ambitions of leading Australia to the World Cup in 10 months, a tournament he believes is wide open.

This week, however, his focus is on taming a South African side who proved far too physical for England last Saturday.

Giteau, who has tasted victory for the Barbarians against South Africa and New Zealand in the past, will be partnered at half-back by fellow Australian Will Genia in a starting line-up which includes six Australians and five All Blacks, plus Italy's Salvatore Perugini and Martyn Williams from Wales. Two uncapped players are also included, New Zealand No 8 Colin Bourke and Western Province captain Anton van Zyl.

Barbarians: James O'Connor (Aus), Joe Rococoko (Nzl), Drew Mitchell (Aus), Adam Ashley-Cooper (Aus), Ma'a Nonu (Nzl), Matt Giteau (Aus, capt), Will Genia (Aus), Salvatore Perugini (Ita), Stephen Moore (Aus), Neemia Tialata (Nzl), Anton van Zyl (Stormers), Chris Jack (Nzl), Rodney So'oialo (Nzl), Martyn Williams (Wales), Colin Bourke (Chiefs). Replacements: Keven Mealamu (Nzl), John Yapp (Wales), Quintin Geldenhuys (Ita), Daniel Braid (Nzl), Andy Ellis (Nzl), Stephen Donald (Nzl), Seru Rabini (Fij).

Saracens yesterday announced that Brendan Venter is to return to South Africa for family reasons, relinquishing his post as director of rugby. He will continue to work at the club in the newly-created position of technical director, making frequent visits to London to fulfil his duties.