Sydney - All Blacks scrumhalf Jimmy Cowan has been dropped to the bench where he will keep Colin Slade company during the clash against the Crusaders in Dunedin on Saturday.
Aaron Smith will start in the No 9 jersey while the only other change in the team comes at flyhalf where young Lima Sopoaga comes in for the injured Chris Noakes.
All Black flyhalf Slade returns on the replacements bench, with coach Jamie Joseph reluctant to rush him back into the starting line-up with a groin that is still not 100%.
It will be the Highlanders' first game at their new stadium and they will be determined to start their stay there on a positive note by following up on their gritty victory over the Chiefs last week with another solid performance against the seven-time Super Rugby champions.
15 Ben Smith, 14 Buxton Popoali'i, 13 Tamati Ellison, 12 Phil Burleigh, 11 Hosea Gear, 10 Lima Sopoaga, 9 Aaron Smith, 8 Nasi Manu, 7 John Hardie, 6 Adam Thomson, 5 Nick Crosswell, 4 Josh Bekhuis, 3 Chris King, 2 Andrew Hore, 1 Jamie Mackintosh (captain)
Substitutes: 16 Jason Rutledge, 17 Bronson Murray, 18 Culum Retallick, 19 James Haskell, 20 Jimmy Cowan, 21 Colin, Slade, 22, Telusa Veainu
15 Tom Marshall, 14 Sean Maitland, 13 Robbie Fruean, 12 Adam Whitelock, 11 Israel Dagg, 10 Tyler Bleyendaal, 9 Andy Ellis, 8 Kieran Read (captain), 7 Matt Todd, 6 George Whitelock, 5 Samuel Whitelock, 4 Tom Donnelly, 3 Ben Franks, 2 Quentin MacDonald, 1 Wyatt Crockett
Substitutes: 16 Corey Flynn, 17 Owen Franks, 18 Luke Romano, 19 Luke Whitelock, 20 Willie Heinz, 21 Patrick Osborne, 22 Zac Guildford