All Blacks captain Sam Cane and Jordie Barrett have again been rested while halfback Cam Roigard gets his first test after the side was named to take on Namibia in their second World Cup pool game in Toulouse.
Sam Whitelock will match Richie McCaw's record as the most-capped New Zealander when he plays his 148th test.
The 34-year-old, a World Cup-winner in 2011 and 2015, will line up in the second row with long-time partner Brodie Retallick, who made an earlier return than expected from a knee injury off the bench in the tournament opener.
Only the recently-retired Alun Wyn Jones, who won 158 caps for Wales and 12 for the British & Irish Lions at lock, has played more tests than Whitelock and his former All Blacks captain McCaw.
New Zealand coach Ian Foster made a string of changes to his team from last week's tournament opener as the All Blacks look to get back to winning ways after successive defeats by South Africa and France.
Ardie Savea skippers the side in the absence of Cane, who withdrew just before the opening loss to the hosts with a back problem and is being managed back to fitness.
First five Damian McKenzie and Roigard, neither of whom featured at the Stade de France last week, will steer the backline.
David Havili combines with Anton Lienert-Brown in midfield in the continued absence of Jordie Barrett, who has been struggling with a knee joint problem.
Power runners Leicester Fainga'anuku and Caleb Clarke get their chance on the wings in place of Will Jordan and Mark Telea but Beauden Barrett retains the fullback spot.
Foster's options for changes to a pack that was bullied at times by the Springboks and France were more limited because of injuries.
Flanker Shannon Frizell and prop Tyrel Lomax were unavailable because of injury and loose forward Ethan Blackadder only recently arrived in France as a replacement for winger Emoni Narawa.
In the front row, Ofa Tu'ungafasi got the nod at loosehead prop with Ethan de Groot, who had a torrid evening against the French, dropping to the bench, while Samisoni Taukei'aho will make a rare start at hooker.
New Zealand thrashed Namibia 71-9 at the last World Cup and nothing less than another big win in Toulouse on Saturday morning will settle the nerves of the notoriously skittish All Blacks fans.
"Whilst we were disappointed with the result in the first round, it hasn't moved our focus from what we need to do to in our pool games," Foster said in a news release.
"This game is vital for us to grow and we can't wait to get to Toulouse and test ourselves."
Team: 15-Beauden Barrett, 14-Caleb Clarke, 13-Anton Lienert-Brown, 12-David Havili, 11-Leicester Fainga'anuku, 10-Damian McKenzie, 9-Cam Roigard, 8-Ardie Savea (captain), 7-Dalton Papali'i, 6-Luke Jacobson, 5-Sam Whitelock, 4-Brodie Retallick, 3-Nepo Laulala, 2-Samisoni Taukei'aho, 1-Ofa Tu'ungafasi
Replacements: 16-Dane Coles, 17-Ethan de Groot, 18-Fletcher Newell, 19-Scott Barrett, 20-Tupou Vaa'i, 21-Aaron Smith, 22-Richie Mo'unga, 23-Rieko Ioane.
- Reuters