The Reds have been boosted by the return of James Horwill and Will Genia ahead of their Super Rugby play-off with the Crusaders in Christchurch on Saturday.
The pair missed out on the Reds' final round match last week due to injuries suffered while on international duty, but make a timely return to fitness.
The men from Queensland will however be without key backs Rod Davies (knee) and Mike Harris (hamstring).
Harris is replaced in the midfield by Jono Lance while Davies' spot out wide is taken by Chris Feauai-Sautia as part of an all-new wing division that sees Dom Shipperley come in for Luke Morahan. Genia takes over the number nine jersey from Nick Frisby. Centre Anthony Faingaa has not recovered sufficiently from a hamstring strain to take up his place among the replacements.
Horwill's injection into the second row is the only change in the pack, with Ed O'Donoghue dropping to the bench.
"There is always going to be some damage at this time of the year and while it's disappointing to be without a few guys, we are getting the experience of James and Will back," commented Reds director of coaching Ewen McKenzie.
"Their influence can't be understated and you need world class players and strong leaders if you are going to win these games on the big stage.
"We have had to reshuffle our backline in some positions and the players coming in now have an opportunity to contribute in a positive way.
"They've all had plenty of experience this year in the roles we are asking of them and we've got every confidence in our entire 22-man squad to get the job done."
Reds: 15 Ben Lucas, 14 Dom Shipperley, 13 Ben Tapuai, 12 Jono Lance, 11 Chris Feauai-Sautia, 10 Quade Cooper, 9 Will Genia (vc), 8 Jake Schatz, 7 Liam Gill, 6 Eddie Quirk, 5 James Horwill (c), 4 Rob Simmons, 3 James Slipper, 2 Saia Faingaa, 1 Greg Holmes.
Replacements: 16 Albert Anae, 17 Jono Owen, 18 Ed O'Donoghue, 19 Radike Samo, 20 Beau Robinson, 21 Nick Frisby, 22 Luke Morahan.
Date: Saturday, July 20
Venue: AMI Stadium, Christchurch
Kick-off: 19:35 local, 17:35 NSW/ACT, 09:35 SAT, 07:35 GMT
Referee: Jaco Peyper (South Africa)