The Chiefs have named their team to play the Rebels in Melbourne on Friday and former All Black Brendon Leonard comes into the starting line up.
Brendon Leonard starts at halfback while Augustine Pulu moving to the replacements bench.
In the forwards Pauliasi Manu and Ben Tameifuna will start as the front row props after Michael Kainga was ruled out with a shoulder injury.
Hooker Hika Elliot comes onto the bench and is joined by prop Toby Smith, flanker Tanerau Latimer and winger Patrick Osborne
Sam Cane is in the starting line up, with Matt Vant Leven having his first start this season in the No 8 jersey.
Bundee Aki comes in to replace Richard Kahui who is carrying a shoulder injury while the back trio of Tim Nanai-Williams, Lelia Masaga and Gareth Anscombe remains the same.
1.Pauliasi Manu , 2.Mahonri Schwalger , 3.Ben Tameifuna , 4.Craig Clarke (c) , 5.Brodie Retallick , 6.Liam Messam , 7.Sam Cane , 8.Matt Vant Leven , 9.Brendon Leonard , 10.Aaron Cruden , 11.Asaeli Tikoirotuma , 12.Bundee Aki , 13.Tim Nanai-Williams , 14.Lelia Masaga , 15.Gareth Anscombe
Replacements :16.Hika Elliot , 17.Toby Smith , 18.Michael Fitzgerald , 19.Tanerau Latimer , 20.Augustine Pulu , 21.Robbie Robinson , 22.Patrick Osborne