Tokyo - Tinkering Australia coach Michael Cheika has made wholesale changes to his side to face Georgia on Friday, resting captain Michael Hooper as he eyes a Rugby World Cup quarter-final against England or France.

Cheika on Monday made 10 personnel changes to his starting line-up for the Pool D clash in Shizuoka, with Jack Dempsey, Nic White, Matt To'omua and Kurtley Beale keeping their places and teenage sensation Jordan Petaia switched to the right wing.

Breaking up the famed "Pooper" back-row combo of Hooper and David Pocock among a host of changes, Cheika dismissed fears that wrapping key players in cotton wool could have a destabilising effect.

"One of the things that's pretty clear with this team over the years is that we've been able to build a fair bit of depth," said Cheika, who named Pocock as Wallabies skipper in the absence of partner-in-crime Hooper.

"Different teams have different ideas but keeping players competing for spots is working for us," he added.

"We've got the most-capped team here but part of the plan is to keep that competition and keep guys in the hunt. There's no excuses - we've just got to concentrate more and take our opportunities."

The hulking Petaia, Australia's youngest ever World Cup player at 19, impressed against Uruguay, crashing over for one try and creating another. 

Cheika also moved To'omua from inside centre to flyhalf, where he will link up with scrumhalf Nic White for the first time, making it the 11th half-back pairing used by Australia since the 2015 World Cup.

"Consistency is probably something that's eluded us over the last few years," admitted Cheika, ahead of his country's first-ever Test against Georgia.

"But I still believe we can get better. The competition (for places) is sparking the players to want to do better. You see that really well between the halfbacks."

Australia - who captured the second of their two world titles in 1999 - beat Fiji 39-21 in their opening fixture before losing 29-25 to Wales and thrashing Uruguay 45-10.

The Wallabies coach called for his side to be more clinical.

"We're not capitalising on opportunities," said Cheika. "We've just got to concentrate and stay in the moment."

Up front, prop Sekope Kepu becomes only the sixth player to win 110 caps for Australia, who have been working on avoiding high tackles after coming under scrutiny in their first two games.

"One of the huge things that's hurt us is penalties snuffing out our momentum," said Cheika, who, already seething over a three-match ban on winger Reece Hodge after Australia's win over Fiji, raged against the World Cup refereeing following defeat by Wales.

"We've got to go there targeting zero in that area." 

Asked about the World Cup's crackdown on high tackles, Cheika added: "No matter how you see the pictures, the penalties are real. Whether truth or perception, we are getting the arm raised against us and getting players sent to the bench. It's a reality - we've got to deal with it."

Kick-off is at 12:15 (SA time).

Teams:

Australia

15 Kurtley Beale, 14 Jordan Petaia, 13 James O'Connor, 12 Samu Kerevi, 11 Marika Koroibete, 10 Matt To'omua, 9 Nic White, 8 Isi Naisarani, 7 David Pocock (captain), 6 Jack Dempsey, 5 Rory Arnold, 4 Izack Rodda, 3 Sekope Kepu, 2 Tolu Latu, 1 Scott Sio

Substitutes: 16 Jordan Uelese, 17 James Slipper, 18 Taniela Tupou, 19 Adam Coleman, 20 Michael Hooper, 21 Will Genia, 22 Christian Lealiifano, 22 Dane Haylett-Petty

Georgia

TBA