Chiefs coach Dave Rennie has made six personnel changes and two positional ones for Friday's Super Rugby hit-out against the Waratahs in Sydney.
Most are in the backline following last weekend's 31-23 loss at the hands of the Reds, with Aaron Cruden and winger Asaeli Tikoirotuma the only players remaining in their same positions in the starting line-up.
Former All Blacks scrum-half Brendon Leonard will wear the number nine jersey for the first time this season and takes over from Augustine Pulu, who drops to the bench.
Andrew Horrell replaces Gareth Anscombe at full-back, Lelia Masaga comes in for Tim Nanai-Williams on the right wing and Charlie Ngatai starts in the midfield, with Richard Kahui moving to inside centre.
In the pack, Fritz Lee comes back in at number eight in a re-jigged back three, while Pauliasi Manu is selected at loosehead prop in place of Toby Smith.
Chiefs: 15 Andrew Horrell, 14 Lelia Masaga, 13 Charlie Ngatai, 12 Richard Kahui, 11 Asaeli Tikoirotuma, 10 Aaron Cruden, 9 Brendon Leonard, 8 Fritz Lee, 7 Sam Cane, 6 Liam Messam (c), 5 Brodie Retallick, 4 Michael Fitzgerald, 3 Ben Tameifuna, 2 Hika Elliot, 1 Pauliasi Manu.
Replacements: 16 Rhys Marshall, 17 Michael Kainga, 18 Nick Crosswell, 19 Tanerau Latimer, 20 August Pulu, 21 Gareth Anscombe, 22 Tim Nanai-Williams.
Date: Friday, 19 April
Venue: Allianz Stadium
Referee: Craig Joubert (South Africa)
Assistant referees: Andrew Lees (Australia), Angus Gardner (Australia)
Television match official: Peter Marshall (Australia)