Wales have replaced Sam Warburton with Justin Tipuric for Friday's clash with Samoa in Cardiff, with blindside Ryan Jones taking over the captaincy.
Jones will lead Wales for a record 29th time, surpassing Ieuan Evans and is handed the armband following squad captain Warburton's move to the bench in one of five tweaks to the pack made for the visit of the South Sea Islanders.
A total of eight changes have been made to the starting line-up which went down to Argentina in the series opener, with three of those enforced through injury and the rest largely due to a desire from the coaches to make full use of their squad.
Up front Ospreys flanker Tipuric takes over from Warburton with fellow Osprey Jones also joining the back-row in place of the injured Josh Turnbull.
Cardiff Blues lock Bradley Davies comes into the second-row in place of the injured Alun-Wyn Jones - with both Turnbull and Jones ruled out.
Richard Hibbard starts in the front-row, replacing hooker Matthew Rees who was unavailable for selection this week with a calf problem. Prop Paul James completes the changes up front replacing Gethin Jenkins who is on the bench.
In the backs Mike Phillips replaces Tavis Knoyle at scrum-half and Dan Biggar comes in for fly-half Rhys Priestland. Finally, Ashley Beck completes his return from a hip injury to partner Jamie Roberts in the centre in place of Scott Williams. All three Scarlets are on the bench.
Hooker Ken Owens and prop Scott Andrews provide the front-row cover on the bench. Lock Luke Charteris completes the reserves.
"With a short six day turnaround it was important for us to freshen things up and also make use of the competition for places we have within this squad, something which has been a key ingredient for the success of the squad over the last 18 months," said Wales interim head coach Rob Howley.
"In making changes we also needed to bring in some genuine experience. It is important to have leaders throughout the team and we are hoping the likes of Mike Phillips, who made a positive impact last week, can bring his experience to the side.
"Ryan reaches an impressive personal milestone, it will be a huge honour for him but in the context of what happened last week his and the team's priorities are about producing a performance.
"We know we are under pressure to perform and that pressure is greatest from within. This squad has shown in the past that we have the character and resilience to get back to winning ways. We have every confidence that we will come back strongly on Friday night."
Wales: 15 Leigh Halfpenny, 14 Alex Cuthbert, 13 Ashley Beck, 12 Jamie Roberts, 11 George North, 10 Dan Biggar, 9 Mike Phillips, 8 Toby Faletau, 7 Justin Tipuric, 6 Ryan Jones (capt), 5 Ian Evans, 4 Bradley Davies, 3 Aaron Jarvis, 2 Richard Hibbard, 1 Paul James.
Replacements: 16 Ken Owens, 17 Gethin Jenkins, 18 Scott Andrews, 19 Luke Charteris, 20 Sam Warburton, 21 Tavis Knoyle, 22 Rhys Priestland, 23 Scott Williams.
Date: Friday, November 16
Kick-off: 19:30 GMT
Venue: Millennium Stadium
Referee: Pascal Gauzere (France)
Assistant referees: Wayne Barnes (England), Jérôme Garces (France)
Television match official: Giulio De Santis (Italy)