Arsenal's 21-year-old full-back Keiron Gibbs will also start at Wembley, with Ashley Cole out injured, as Fabio Capello looks to England's future.
Combative striker Carroll has scored seven times and impressed at every turn in the Premier League this season, but the 21-year-old has come under increasing scrutiny for his off-the-field behavior.
Carroll admitted assaulting a man in a nightclub last December, and was last month accused of assaulting an ex-girlfriend. He denied the charge and was bailed under the condition he moved in with Newcastle teammate Kevin Nolan.
Capello said Carroll "needs to improve things in his private life".
"You have to help him because he made a mistake, but he is really young. Everyone makes mistakes during their life," he added.
"He's a good player and I think he will understand, to stay with the senior [squad] will be really important for him because all the people, the newspapers, journalists will be focused on his life. He'll improve."
The 20-year-old Henderson starred in Sunderland's shock 3-0 win against Chelsea on Sunday, and has been earning rave reviews for his mature performances in the heart of Sunderland's midfield this season.
Arsenal's Jack Wilshere has been ruled out through injury, while Manchester City goalkeeper Joe Hart is also doubtful.
John Terry, Wayne Rooney and Frank Lampard are among the other big names missing through injury.