Two All Blacks return to the Highlanders ranks but they are still without centre Malakai Fekitoa for their last Super Rugby game of the regular season against the Blues.
Captain Ben Smith is back at fullback in place of Marty Banks and Aaron Smith replaces Fumiaki Tanaka at halfback in two of nine starting changes from the starting team thrashed 56-20 by the Hurricanes in Napier.
However, fellow-Test back Fekitoa remains out with a groin strain suffered two weeks ago although he is expected to be fit for the qualifying final a week later.
The fourth-placed Highlanders could finish anywhere from fourth to sixth, depending on how results unfold over the weekend, including their match against the 14th-placed Blues in Auckland on Friday.
Coach Jamie Joseph's selection hand has been forced again by a growing injury list.
One positive update is a return to fitness of wing Patrick Osborne, who replaces Ryan Tongia and reprises the back three that has thrived this year comprising himself, Waisake Naholo and Ben Smith.
The other backline change is the recall at second five-eighth of Shaun Treeby for his 50th cap. Richard Buckman shifts out a spot to centre for the injured Jason Emery.
The entire front row is overhauled, with props Josh Hohneck and Daniel Lienert-Brown usurping Ross Geldenhuys and Brendon Edmonds while hooker Ash Dixon makes way for Liam Coltman.
It will be a first Super Rugby start for Lienert-Brown and for lock Joe Latta, who replaces the injured Tom Franklin.
Elliot Dixon moves from No.8 to blindside flank to cater for the return of Dan Pryor and dropping of Gareth Evans.
With locking stocks thin, Jackson Hemopo is called up from club rugby and could make his debut off the reserves bench.
Highlanders: Ben Smith (capt), Waisake Naholo, Richard Buckman, Shaun Treeby, Patrick Osborne, Lima Sopoaga, Aaron Smith, Dan Pryor, John Hardie, Elliot Dixon, Joe Latta, Alex Ainley, Josh Hohneck, Liam Coltman, Daniel Lienert-Brown. Reserves: Ash Dixon, Brendon Edmonds, Ross Geldenhuys, Jackson Hemopo, Gareth Evans, Fumiaki Tanaka, Marty Banks, Kurt Baker.
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