Coach Ian Foster has made nine changes to the starting XV from the first test win over Fiji.
The loose forwards have been swapped out with Ardie Savea returning from injury to start at openside, with Akira Ioane at blindside and Luke Jacobson at No.8, replacing Ethan Blackadder, Shannon Frizell and Hoskins Sotutu.
Anton Lienert-Brown is back in the midfield after overcoming injury and he'll start at centre outside second-five David Havili, pushing Rieko Ioane to the reserves.
It will be the 50th test match for both Savea and Lienert-Brown.