England survived a Welsh second-half recovery to inch to victory in both sides' opening World Cup warm-up match at Twickenham.
Jonny Wilkinson's early penalty put England ahead but Wales led 7-3 after a well-worked try for George North.
A close-range score from James Haskell and a Wilkinson drop-goal saw the hosts lead 13-7 at the interval, before Manu Tuilagi's debut try put England in command.
Shane Williams reduced Welsh arrears before Wilkinson's second drop-goal, but North's second try late on ensured a tense finish.
If England could take satisfaction in victory, and Wales encouragement in out-scoring their hosts three tries to two, there were also worrying sights for both countries.
Wales saw Morgan Stoddart - a late starter at full-back after Stephen Jones was injured in the warm-up and Rhys Priestland moved to fly-half - carried off with a broken leg, while England captain Lewis Moody had to be helped off with what appeared to be a knee problem.
While they wait to see if their World Cup prospects have already ended, two much-changed line-ups are likely to lock horns again in Cardiff next Saturday.
If Twickenham regulars were faced with the unfamiliar sight of England in their new all-black change kit, Wilkinson quickly had them back in the old routine with a well-struck penalty after five minutes.
But the visitors absorbed England's early pressure and took the lead in style in the 17th minute, Priestland, Jonathan Davies and Stoddart combining to send North over in the right corner after Wales had battered away for 17 phases.
Priestland converted from out wide and Wales then threatened as Toby Faletau led a break out and almost sent Jonathan Davies away, but a crucial intercept from Delon Armitage allowed the full-back to counter, weaving between three Welsh defenders on a thrilling 50m run before Stoddart hauled him down.
But Wales conceded a scrum five metres out after failing to secure their own line-out ball, and England wheeled it successfully to allow Haskell to barge over from close range, Wilkinson's conversion making it 10-7 after 25 minutes.
Wilkinson added a simple drop-goal three minutes before the interval and the second half was barely three minutes old when Tuilagi gave a glimpse of the excitement that has surrounded his swift elevation.
Wilkinson appeared to be running up a blind alley inside the Welsh 22 but slipped an inside ball to Tuilagi and the 20-year-old powered through two defenders and held off Stoddart's last-ditch tackle to score under the posts, Wilkinson adding the extras.
The Welsh full-back, who had performed manfully, was carried off minutes later, and the sight of Shane Williams cutting across field and running straight into Jamie Roberts did little to lift the visitors' spirits.
But Wales' record try-scorer got his angles right in the 56th minute to score his 54th try in his 80th Test for his country.
England sent on five replacements in quick succession, Mouritz Botha and Charlie Sharples making their Test debuts, while Wales also brought on reinforcements as the game became increasingly fractured.
Wilkinson gave England an 11-point cushion with his second drop-goal just after the hour, before Moody departed in ominous fashion.
Wales stuck to their task and Sam Warburton twice went close to scoring before, with five minutes to go, North cruised over for his second try.
Priestland's conversion ensured a nervy finish for England, but they held on in their only home Test before departing for New Zealand.
England: Armitage, Banahan, Tuilagi, Flutey, Cueto, Wilkinson, Care; Corbisiero, Hartley, Stevens, Shaw, Palmer , Croft, Moody (capt), Haskell. Replacements: Mears (for Hartley, 58), Wilson (for Stevens, 58, Stevens 71 for Corbisiero), Botha (for Shaw, 58), Wood (for Moody, 61), Wigglesworth (for Care, 58), Hodgson (for Wilkinson, 76), Sharples (for Tuilagi, 59).
Wales: Stoddart, North, Davies, Roberts, Shane Williams, Priestland, Phillips; James, Bennett, Mitchell, Davies, AW Jones, Lydiate, Warburton (capt), Faletau. Replacements: Burns (for Bennett, 65), Bevington (for James, 65), Charteris (for AW Jones, 65), R Jones (for Faletau, 55), Knoyle (for Phillips, 61), Scott Williams (for Stoddart, 48), Lloyd Williams.
Referee: S Walsh (ARU)