Playmaker Beauden Barrett, who started at fullback in last weekend's Test at Ellis Park, drops down to the bench with Will Jordan moving from right wing to the No 15 position.
Speedster Sevu Reece comes in to take Jordan's No 14 jersey.
READ | Bok star Kolbe on the Barrett bounce: 'I just went in as hard as I could'
Mark Tele'a also starts at left wing in place of Caleb Clarke, who scored two tries in New Zealand's 31-27 loss last weekend. Clarke misses out due to a back injury.
There's also a change at scrumhalf where Cortez Ratima replaces TJ Perenara, who drops down to the bench.
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