Rome - Fijian-born Manoa Vosawai will fill the gaping hole at No.8 left by Sergio Parisse, who will miss Saturday's Six Nations game against Wales in Rome due to suspension.
The Italian skipper and spearhead was hit with a 30-day ban from all rugby by the French rugby authorities for swearing at a referee while playing for his club Stade Francais in a Top 14 league match.
He is appealing the ban, which is set to rule him out of the rest of the Six Nations, but that will not be heard before next week, meaning he has no chance of lining up against the Welsh.
Italy coach Jacques Brunel in all made four changes from the side that started in the 32-10 loss to Scotland in Edinburgh two weeks ago.
The halfback positions go to Kristopher Burton at flyhalf and Edoardo Gori at scrumhalf in place of Luciano Orquera and Tobias Botes, who both flopped against the Scots.
In the pack, apart from the Parisse change, Antonio Pavenello of Treviso gets the nod at lock ahead of Quintin Geldenhuys, who was first choice in the opening win over France and against Scotland.
But it will be the absence of Parisse which will most be felt by the Italians as they seek to get their Six Nations campaign back on track.
"I saw the match (of Stade Francais) and right away I thought to myself - this is a disaster," Frenchman Brunel said of the red card handed out to Parisse.
"But since then I have been preparing to field a team without Parisse and I still think that we can win this match with Manoa.
"It's better for us to concentrate on the Welsh and not get too caught up with the absence of Parisse. Other players can influence the game and we cannot be over-dependent on the one player."
The 29-year-old Vosawai has been playing his club rugby in Italy since 2004 and has won 10 caps for his adopted country.
Meanwhile, the captaincy goes to veteran prop Martin Castrogiovanni, who will be winning his 94th cap.
That will be seven caps less than loosehead prop Andrea Lo Cicero, who will equal the Italian record number of selections held by retired scrumhalf Alessandro Troncon.
On the changes at halfback, Brunel said that the Orquera-Botes tandem had played well in the 23-18 opening win over France but had been poor against Scotland.
"We need to be more effective at these positions," he said.
15 Andrea Masi; 14 Giovanbattista Venditti, 13 Tommaso Benvenuti, 12 Gonzalo Canale, 11 Luke McLean; 10 Kristopher Burton, 9 Edoardo Gori; 8 Manoa Vosawai, 7 Simone Favaro, 6 Alessandro Zanni; 5 Francesco Minto, 4 Antonio Pavanello; 3 Martin Castrogiovanni, 2 Leonardo Ghiraldini (captain), 1 Andrea Lo Cicero
Substitutes: 16 Davide Giazzon, 17 Alberto De Marchi, 18 Lorenzo Cittadini, 19 Quintin Geldenhuys, 20 Paul Derbyshire, 21 Tobias Botes, 22 Luciano Orquera, 23 Gonzalo Garcia
15 Leigh Halfpenny; 14 Alex Cuthbert, 13 Jonathan Davies, 12 Jamie Roberts, 11 George North; 10 Dan Biggar, 9 Mike Phillips; 8 Toby Faletau, 7 Justin Tipuric, 6 Ryan Jones (captain); 5 Ian Evans, 4 Andrew Coombs; 3 Adam Jones, 2 Richard Hibbard, 1 Gethin Jenkins
Substitutes: 16 Ken Owens, 17 Paul James, 18 Craig Mitchell, 19 Alun Wyn Jones, 20 Sam Warburton, 21 Lloyd Williams, 22 James Hook, 23 Scott Williams