Rebels coach Damien Hill has made several changes to his squad for Saturday's game against the Blues in Auckland.
Japanese international Shota Horie has earned a position in the run-on side, as has Lachie Mitchell, who replaces an injured Rory Sidey.
Bryce Hegarty and Angus Roberts also join the replacements bench, with Kurtley Beale stood down for the match for breaching behavioural guidelines.
Horie is the first Japanese player ever to sign and play for an Australian side, and replaces Ged Robinson as starting hooker. It is a breakthrough for Shota, in what has been a tough competition between Ged, Shota and Pat Leafa for the position.
"Competing with Ged and Pat brings out the best in me, but we are all doing our best and supporting and pushing each other hard. I am more than ready to start," said the 27-year-old.
"It has always been a dream of mine to play Super Rugby."
Horie's goal for 2013 was to become a starting member, something he can now happily say he has achieved.
"I am very honoured to be representing Melbourne on Saturday, and I hope I can make all our supporters and country proud."
In another first, Bryce Hegarty is set to debut from the bench. For Hegarty, it is his first year back in rugby union, after spending three seasons with the Brisbane Broncos in the U20 competition.
"I am thrilled to have this opportunity on the weekend with the Rebels, on quite possibly the biggest stage in world Rugby, Eden Park," said Hegarty.
"Whether at full-back or 10, I will be ready. It has been difficult watching over the past few months, but I have learnt a great deal training with some great players.
"Having Damien and Greysy giving me constant feedback on my footy for Power House in the local competition here in Melbourne has really helped.
"I have really enjoyed my time down here so far. This match is something I will challenge myself in and I am looking forward to it for that reason."
Rebels: 15 Jason Woodward, 14 Tom English, 13 Mitch Inman, 12 Lachie Mitchell, 11 Cooper Vuna, 10 James O'Connor, 9 Nick Phipps, 8 Scott Higginbotham (captain), 7 Scott Fuglistaller, 6 Jarrod Saffy, 5 Cadeyrn Neville, 4 Hugh Pyle, 3 Laurie Weeks, 2 Shota Horie, 1 Nic Henderson.
Replacements: 16 Ged Robinson, 17 Paul Alo-Emile, 18 Luke Jones, 19 Gareth Delve, 20 Nic Stirzaker, 21 Angus Roberts, 22 Bryce Hegarty.
Date: Saturday, May 11
Kick-off: 19:35 local (08:35 BST, 07:35 GMT)
Venue: Eden Park, Auckland
Referee: Garratt Williamson
Assistant Referees: Jonathon White and Shane McDermott
TMO: Ben Skeen