Coached by Jim Mallinder in front of watching boss Eddie Jones, Marcus Smith was among several home players who took their opportunity to impress in a clash that included 13 tries.
England broke the deadlock after 11 minutes as Johnny Williams teed up Josh Bassett to race through down the left.
But the ball sat up nicely for James Horwill to cross for a swift riposte and, although Smith dispatched a penalty, further pressure soon told and Francois Louw powered over, allowing Colin Slade to kick the Barbarians in front with the conversion.
