Dallaglio handed Barbarians captaincy.
The line-up features 13 southern hemisphere internationals - Dallaglio and Ireland centre Brian O'Driscoll are the exceptions - while former Springboks hooker Naka Drotske opposes his countrymen.
Six Wallabies on duty include World Cup heroes Matt Burke, Daniel Herbert, Richard Harry and David Giffin, with a four-strong New Zealand representation headed by All Black superstar Christian Cullen.
Carlos Spencer and Agustin Pichot forge the half-back combination, while Dallaglio packs down at openside flanker alongside back-row colleagues Jim Williams and Ron Cribb.
The replacements' bench features three Irishmen - Peter Clohessy, Malcolm O'Kelly and Andy Ward - Wales fly-half Neil Jenkins and exciting England back Iain Balshaw.
The Millennium Stadium showpiece is expected to attract around 70,000 people as South Africa end their short European tour.
BARBARIANS: C Cullen (New Zealand); M Burke (Australia), B O'Driscoll (Ireland), D Herbert (Australia), C Latham (Australia); C Spencer (New Zealand), A Pichot (Argentina); R Harry (Australia), N Drotske (South Africa), M Reggiardo (Argentina), N Maxwell (New Zealand), D Giffin (Australia), J Williams (Australia), L Dallaglio (England, capt), R Cribb (New Zealand).
Replacements: P Clohessy (Ireland), M Hammett (New Zealand), M O'Kelly (Ireland), A Ward (Ireland), B Kelleher (New Zealand), N Jenkins (Wales), I Balshaw (England).
oThe Scottish Rugby Union insist that no decision will be made on the possible condensation of the Six Nations tournament into a seven-week block until all the countries have been able to assess the proposal.
The competition is spread over ten weeks but the RFU has unanimously approved a blueprint which would result in one of the nation's premier sporting events starting three weeks later.
A working party has agreed to the plan, which would delay the traditional start until February and take effect from 2003.
But the SRU are refusing to make any proclamations on the proposal until the Six Nations committee have heard from all the nations in the tournament.
However, Terry Burwell, the RFU's director of operations, said: 'The idea is to play two-week blocks at either end with a week's break after the first round and before the final round of games.
'One round of matches would be played in the middle.
'The commercial people wanted a ten-week entity, while the coaches favoured a straight five-week competition.'
Scotland director of rugby Jim Telfer has warned that a new global season would mean the end of tours.
The heads of Australian, New Zealand and South African rugby have agreed to commission a study into the viability of marrying up the seasons in the northern and southern hemispheres.
But Telfer is concerned about the effects on national sides if tours were abandoned as part of the scheme.
'One of the problems we would foresee is that tours would go out of the window,' Telfer said.
'That might be considered a good thing as far as player burn-out is concerned, but when Scotland were in New Zealand in the summer the tour was considered a success by both sides because we visited places that hadn't been visited for some time.
'The home unions benefited and our younger players, in particular, benefited.
'We have discussed it and are still of the opinion that there is great value to Scottish rugby in short tours.'
Ireland captain Keith Wood has been ruled out of Harlequins' Tetley's Bitter Cup quarter-final clash against Northampton this weekend.
Wood is nursing a chest injury that could mean three weeks sidelined. He was hurt during Ireland's 28-18 defeat against South Africa last month.
Lawrence Dallaglio will lead an impressive array of talent