Highlanders Super rugby head coach Aaron Mauger has included returning All Black Shannon Frizell in his team to play the Lions in Johannesburg on Saturday.
Frizell returns from his All Black break and will start at number eight this weekend against the Lions.
Elliot Dixon gets a well-earned break and Dillon Hunt completes a new look backrow with James Lentjes heading to the bench.
Josh Dickson and Tom Franklin will lock the scrum and Tyrel Lomax replaces Siate Tokolahi at tighthead.
In the backs, Waisake Naholo, returns from a lengthy injury break and will ease into the action off the bench.
Teihorangi Walden will partner with Rob Thompson in the midfield and Patelesio Tomkinson will move to the wing to cover for the injured Tevita Li.
Daniel Hollinshead will again cover the pivot position.
Marty Banks (foot), Ben Smith (hamstring), Tevita Li (hamstring), Jackson Hemopo (ankle) were all unavailable for selection due to injury while Tevita Nabura (knee), Richard Buckman (achilles), Bryn Gatland (foot) have been ruled out for the season.
Ayden Johnstone, Liam Coltman, Tyrel Lomax, Josh Dickson, Tom Franklin, Luke Whitelock (c), Dillon Hunt, Shannon Frizell, Aaron Smith, Josh Ioane, Patelesio Tomkinson, Teihorangi Walden, Rob Thompson, Jordan Hyland, Matt Faddes
Replacements : Ash Dixon, Daniel Lienert-Brown, Siate Tokolahi, Jack Whetton, James Lentjes, Kayne Hammington, Daniel Hollinshead, Waisake Naholo