Coach Jamie Joseph has inserted loose forwards Gareth Evans and Dan Pryor into the pack, while lock Mark Reddish has recovered from an ankle injury and takes the place of the now injured Joe Wheeler.
The other change in the starting pack is at tighthead prop with Josh Hohneck coming in for Pingi Tala'apitaga.
Evans and Pryor replace Elliot Dixon and James Lentjes, who have had a big workload over the past month.
Openside flanker Lentjes has started the past four games and thrown his body around showing no regard for his wellbeing.
Dixon, who is still in the reserves tonight, has been involved in every game, and is due for a rest.
Co-captain and No8 Nasi Manu will start his 10th game in a row and may be due for a rest.
Joseph yanked off his entire front row, and Lentjes, last week after 30 minutes, but hooker Liam Coltman and prop Kane Hames have retained their places.
As predicted by every man and his dog, Joseph has swiftly brought his All Blacks back into the fold and all three will start in the backline.
With Shaun Treeby out with a sore ankle, Richard Buckman moves into second five-eighth.
Buckman has played there for his province and club team and, coming off an abrasive effort at centre last week, the side should lose nothing with Buckman in the No12 jersey.
Waisake Naholo is bracketed with Kurt Baker on the right wing, as the Fijian has a bruised heel, but he is expected to be right for the match.
The Sharks, coming off a bye, have brought Springbok hooker Bismarck du Plessis straight back into the side after he completed his four-week suspension.
In something of a surprise move, du Plessis had decided to give up the captaincy of the Sharks and just concentrate on his own game.
Sharks management indicates it is driven by the player and the side will continue to be captained by lock Marco Wentzel.
Du Plessis' brother and front-row partner Jannie does not make the squad at all.
The Sharks welcome back centre JP Pietersen and lock Stephen Lewies.
The Durban-based side started off the season brightly but has lost its past three games.
