The Brumbies have swung the axe by making six changes as they look to turn around their Super Rugby season against the Sharks.
Henry Speight is the only player in the back three from the Melbourne Rebels loss to retain his spot for on Saturday night's match, with Andy Muirhead and Tevita Kuridrani coming into the starting XV.
Co-captain Sam Carter (concussion) and veteran Josh Mann-Rea (hamstring) are crucial forced changes through injury.
Two-Test Wallaby Blake Enever comes straight in for Carter at No.5 to partner Rory Arnold, while Tom Cusack replaces Lolo Fakaosilea at openside flanker.
BRUMBIES:
Andy Muirhead, Henry Speight, Tevita Kuridrani, Christian Lealiifano, Lausil Taliauli, Wharenui Hawera, Joe Powell, Isi Naisarani, Tom Cusack, Lachlan McCaffrey, Blake Enever, Rory Arnold, Allan Alaalatoa, Folau Fainga'a, Scott Sio.
Res:
Connal McInerney, Nic Mayhew, Leslie Leuluaialli-Makin, Richie Arnold, Lolo Fakaosilea, Matt Lucas, James Dargaville, Tom Banks.
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