Elton Jantjies will start at flyhalf for the Lions' match against the Stormers at Ellis Park on Saturday, while there's no place for Marnitz Boshoff in the squad.
There are eight changes to the side that was physically dominated by the Sharks in Durban last weekend, although it's the absence of Boshoff that's raised a few eyebrows.
The flyhalf has paid the price for a lacklustre start to the season, with Jantjies chosen to partner Faf de Klerk in a new halfback combination, while Jaco van der Walt will provide cover from the bench.
Elsewhere in the backline, Sampie Mastriet will make his Lions debut on the wing, while Harold Vorster will start his first Vodacom Super Rugby match at inside centre, with Howard Mnisi dropping to the bench.
In the forwards, Schalk van der Merwe, Robbie Coetzee and Julian Redelinghuys all start in a completely overhauled front row, while Jaco Kriel returns from his minor groin injury at flank.
Lions – 15 Andries Coetzee, 14 Ruan Combrinck, 13 Lionel Mapoe, 12 Harold Vorster, 11 Sampie Mastriet, 10 Elton Jantjies, 9 Faf de Klerk, 8 Warren Whiteley (c), 7 Warwick Tecklenburg, 6 Jaco Kriel, 5 Martin Muller, 4 Franco Mostert, 3 Julian Redelinghuys, 2 Robbie Coetzee, 1 Schalk van der Merwe.
Subs: 16 Armand van der Merwe, 17 Corné Fourie, 18 Ruan Dreyer, 19 Robert Kruger, 20 Derick Minnie, 21 Ross Cronje, 22 Jaco van der Walt, 23 Howard Mnisi.
Photo: Barry Aldworth/BackpagePix