Blues head coach Tana Umaga has made three changes to his starting line-up side that will face the Western Force in Perth on Saturday.
Only two backline changes and a solo change up front to the side that got hammered 43-5 by the Lions in Johannesburg.
A positional change sees Melani Nanai named at full-back while Matt Duffie comes into the starting fold at right wing, replacing Lolagi Visinia amongst the back three.
Billy Guyton comes in for Bryan Hall at scrum-half and will pair up with playmaker Ihaia West to form the half-back combination.
Hoani Matenga makes way for Josh Bekhuis with the former providing cover for the lock position on bench.
Charlie Faumuina (tighthead prop), captain James Parsons (hooker) and Sam Prattley (loosehead prop) pack down next to each other in the front row.
Blues: 15 Melani Nanai 14 Matt Duffie, 13 George Moala, 12 Piers Francis, 11 Tevita Li, 10 Ihaia West, 9 Billy Guyton, 8 Steven Luatua, 7 Tanerau Latimer, 6 Jerome Kaino, 5 Josh Bekhuis, 4 Patrick Tuipulotu, 3 Charlie Faumuina, 2 James Parsons (c), 1 Sam Prattley
Replacements: 16 Quentin MacDonald, 17 Ofa Tu’ungafasi, 18 Sione Mafileo, 19 Hoani Matenga, 20 Kara Pryor, 21 Bryn Hall, 22 Matt McGahan, 23 Male Sa’u
Date: Saturday, May 21
Venue: nib Stadium, Perth
Kick-off: 17:45 local (09:45 GMT)
Referee: Jamie Nutbrown
Assistant Referees: Rohan Hoffmann, Jordan Way
TMO: Peter Marshall