Rebels coach Damien Hill has drafted three debutants into his starting line-up for Friday's opening Super Rugby match against the Western Force at AAMI Park.
Wallabies flanker Scott Higginbotham, relatively unknown New Zealand flanker Scott Fuglistaller and former Western Force centre Rory Sidey will all make their Rebels debuts.
Higginbotham has fully recovered from a shoulder injury, which had kept the dynamic back-rower out of action since the Wallabies win over Wales in December last year.
Fuglistaller played two Super Rugby matches in 2012 for the Highlanders - covering for injuries late in the year - but is best known for representing Wellington in the ITM Cup.
He is touted as the club's dominant 'fetcher', with the ability to also carry into contact, and will bring a new dimension to the team with the departure of 2012 openside flankers, Michael Lipman and Tom Chamberlin.
The bench will see three new faces in Rebels colours: Alex Rokobaro, Tom English and Shota Horie.
Horie is certain to make history this Friday, with the super sub poised to become the first Japanese player ever to play in Super Rugby.
The match will also see the timely returns of Laurie Weeks and Jarrod Saffy, both players who had lengthy times on the sideline in 2012, but fought their way back to the rugby paddock.
Melbourne Rebels: 15 James O'Connor, 14 Lachlan Mitchell, 13 Mitch Inman, 12 Rory Sidey, 11 Richard Kingi, 10 Kurtley Beale, 9 Nick Phipps, 8 Gareth Delve (c) 7 Scott Fuglistaller, 6 Scott Higginbotham, 5 Luke Jones, 4 Hugh Pyle, 3 Laurie Weeks, 2 Ged Robinson, 1 Nic Henderson.
Replacements: 16 Shota Horie, 17 Paul Alo-Emile, 18 Cadeyrn Neville, 19 Jarrod Saffy, 20 Nic Stirzaker, 21 Alex Rokobaro, 22 Tom English.
Date: Friday, February 15
Venue: AAMI Park,Melbourne
Kick-off: 19.40 (08.40 GMT)
Referee: Angus Gardner