Ben Smith has won the battle for the All Blacks fullback spot for the opening Bledisloe Cup clash with coach Steve Hansen saying the Highlanders star has raised the bar in that position.
Smith beat out a fit-again Israel Dagg despite most pundits predicting Hansen to keep the faith in the latter.
Wings Julian Savea and Cory Jane make up the back three, with no room for Dagg even on the bench.
Hansen says, in some cases, the form of some players in their respective positions had been so good the selectors just couldn't ignore it, and an example of that is Ben Smith.
Hansen says, while they've been very happy with Dagg's performances at 15, Smith has come in and raised the bar to another level, and the challenge for Dagg now is to get his performances - when he gets the opportunity - to an even higher level.
A fit-again Conrad Smith returns to the starting XV and prop Wyatt Crockett has replaced the injured Tony Woodcock for their Rugby Championship.
They're the only changes to the starting XV from the last Test victory against England.
Hansen said loose forward Liam Messam needs more time to recover from his gruelling Super Rugby campaign and has been given another week off.
Messam will be available for selection next week.
Prop Charlie Faumuina was a late withdrawal because of illness, while players not considered for selection due to injury were locks Dominic Bird and Patrick Tuipulotu and first five-eighth Daniel Carter.
Outside back Charles Piutau has been released to play ITM Cup for Auckland this weekend.
The All Blacks fly into Sydney on Thursday for their final preparations.
The following squad members will also be travelling to Sydney as cover for the matchday XXIII: backs Israel Dagg, Colin Slade and Tawera Kerr-Barlow; and forwards Jeremy Thrush, Nathan Harris and Kane Hames.
Team: 15-Ben Smith, 14-Cory Jane, 13-Conrad Smith, 12-Ma'a Nonu, 11-Julian Savea, 10-Aaron Cruden, 9-Aaron Smith, 8-Kieran Read, 7-Richie McCaw (captain), 6-Jerome Kaino, 5-Samuel Whitelock, 4-Brodie Retallick, 3-Owen Franks, 2-Dane Coles, 1-Wyatt Crockett
Reserves: 16-Keven Mealamu, 17-Ben Franks, 18-Joe Moody, 19-Steven Luatua, 20-Sam Cane, 21-TJ Perenara, 22-Beauden Barrett, 23-Malakai Fekitoa