Flanker Jack Lam and right wing Alapati Leiua will make their Test debuts when Samoa take on Scotland in Durban on Saturday.
The Hurricanes duo are the only new caps in coach Stephen Betham's starting line-up which also includes former Leicester Tigers wing Alesana Tuilagi, who returns to the side following a two-year absence.
New Zealand-born Lam is a cousin of former Samoa back rower and current Connacht coach Pat Lam. He has been hugely influential for the Hurricanes since making his Super Rugby debut in 2011.
Leiua has also forced his way into the side after a productive season with the Wellington-based franchise.
Betham has made nine changes to the side that lost 22-14 to France in their last Test during 2012's end-of-year tour to Europe.
The only players to retain their places from that defeat are fly-half Tusiata Pisi, centre Jonny Leota, number eight Taiasina Tuifua, flanker Ofisa Treviranus, lock Teofilo Paulo and tight-head prop Census Johnston.
There are two more uncapped players amongst the replacements - North Harbour hooker Maatulimanu Leiataua and Tokyo Gas centre Brando Vaaulu.
Samoa: 15 James Sooialo, 14 Alapati Leiua, 13 Paul Williams (c), 12 Jonny Leota, 11 Alesana Tuilagi, 10 Tusiata Pisi, 9 Jeremy Sua, 8 Taiasina Tuifua, 7 Jack Lam, 6 Ofisa Treviranus, 5 Daniel Leo, 4 Teofilo Paulo, 3 Census Johnston, 2 Wayne Ole Avei, 1 Logovii Mulipola.
Replacements: 16 Maatulimanu Leiataua, 17 Sakaria Taulafo, 18 James Johnston, 19 Faatiga Lemalu, 20 Junior Poluleuligaga, 21 Brando Vaaulu, 22 Seilala Mapusua, 23 Alafoti Faosiliva
Date: Saturday, June 8
Venue: Kings ParkStadium, Durban
Kick-off: 14.15 (local)
Referee: John Lacey (Ireland)
Assistant referees: Marius Jonker (South Africa), Sindile Mayende (South Africa)
Television match official:Johann Meuwesen (South Africa)