Wallabies boss Ewen McKenzie has made four changes, including a positional switch, to his starting XV for Saturday's clash with the Springboks in Cape Town.
Lock James Horwill returns to captain the side after overcoming a hamstring injury which forced him to withdraw ahead of the corresponding match between these sides earlier this month in Brisbane.
Horwill comes into the second row at the expense of Kane Douglas in the only change amongst the forwards.
Brumbies centre Tevita Kuridrani will make his first start for Australia. He comes into the run-on side due to the suspension of James O'Connor.
Regular outside centre Adam Ashley-Cooper takes over from O'Connor on the right wing with Kuridrani starting at outside centre.
The only other change in the back-line sees Joe Tomane replacing the injured Nick Cummins on the left wing.
After impressing in the 14-13 victory over Argentina in Perth, two weeks ago, Nic White retains the number nine jersey ahead of regular scrum-half Will Genia.
And on the bench experienced prop Benn Robinson returns to the side, alongside second rower Sitaleki Timani who made a big impact as a replacement in the win over the Pumas.
Australia: 15 Israel Folau, 14 Adam Ashley-Cooper, 13 Tevita Kuridrani, 12 Christian Lealiifano, 11 Joe Tomane, 10 Quade Cooper, 9 Nic White, 8 Ben Mowen, 7 Michael Hooper, 6 Scott Fardy, 5 James Horwill (c), 4 Rob Simmons, 3 Ben Alexander, 2 Stephen Moore, 1 James Slipper.
Replacements: 16 Saia Fainga'a, 17 Benn Robinson, 18 Sekope Kepu, 19 Sitaleki Timani, 20 Ben McCalman, 21 Will Genia, 22 Matt Toomua, 23 Chris Feauai-Sautia.
Date: September 28
Venue: Newland Stadium, Cape Town
Kick-off: 17:00 (16:00 GMT)
Referee: JÃ©rÃ´me GarcÃ¨s (France)
Assistant referees: Nigel Owens (Wales), Pascal GauzÃ¨re (France)
Television match official: Graham Hughes (England)