The Melbourne Rebels have received a leg up for their crucial Super Rugby final round clash with the Highlanders resting a host of first-choice players.
Wellington Lions' Thomas Umaga-Jensen goes over for a try during the Mitre 10 Cup Final.
All Blacks backs Ben and Aaron Smith have been omitted for Saturday's match in Dunedin, along with in-form centre Rob Thompson.
Loose forwards Luke Whitelock and Dillon Hunt are missing from their regular starting pack, along with lock Tom Franklin.
With the Highlanders guaranteed a finals spot, coach Aaron Mauger has handed a Super Rugby debut to centre Thomas Umaga-Jensen while it is the first start for fullback Josh Ioane.
The changes won't displease the eighth-placed Rebels, who need to win to guarantee a spot in the eight-team finals series.
It is less desperate for the Highlanders.
They will realistically finish ranked sixth or seventh overall, resulting in a quarter-final away to the NSW Waratahs, Lions or Jaguares, depending on other results.
A notable figure in the starting side is five-eighth Lima Sopoaga, who may be playing his final home game before taking up a contract with English club Wasps.
In eight seasons and 88 Super Rugby games, Sopoaga has scored 825 points to be 11th on the all-time list.
The 27-year-old All Black wants to go out a winner at the indoor venue which he described as "an unreal place to play Super Rugby".
Highlanders: Josh Ioane, Waisake Naholo, Thomas Umaga-Jensen, Teihorangi Walden, Tevita Li, Lima Sopoaga, Kayne Hammington, Liam Squire, James Lentjes (capt), Shannon Frizell, Jackson Hemopo, Alex Ainley, Tyrel Lomax, Liam Coltman, Aki Seuili.
Reserves: Greg Pleasants-Tate, Daniel Lienert-Brown, Kalolo Tuiloma, Tom Franklin, Dillon Hunt, Josh Renton, Matt Faddes, Josh McKay.