Jamie Joseph has named his Highlanders side to take on the Rebels this Friday night at Forsyth Barr Stadium in Dunedin.
Shaun Treeby comes in at the expense of Phil Burleigh who sits out the match due to injury.
Kurt Baker replaces Patrick Osborne on the left wing is the only other change to the backline from last week’s loss to the Blues at Eden Park.
In the forwards, Kane Hames will sit out a one week suspension meaning the in-form loosehead prop has been replaced by Chris King, with Ma’afu Fia named at tighthead.
Gareth Evans also returns to the starting line-up at blindside flanker in place of Elliot Dixon who moves to the reserves.
Aaron Smith will be playing his 50th game for the Highlanders.
Highlanders: 15 Ben R Smith, 14 Richard Buckman, 13 Malakai Fekitoa, 12 Shaun Treeby, 11 Kurt Baker, 10 Lima Sopoaga, 9 Aaron Smith, 8 Nasi Manu (Captain), 7 Shane Christie, 6 Gareth Evans, 5 Joe Wheeler, 4 Jarrad Hoeata, 3 Ma’afu Fia, 2 Liam Coltman, 1 Chris King
Replacements: 16 Ged Robinson, 17 Craig Millar, 18 Matias Diaz, 19 Josh Bekhuis, 20 Elliot Dixon, 21 Fumiaki Tanaka, 22 Trent Renata, 23 TJ Ioane.