The Springboks have made five changes to their 23 to face the Wallabies in Port Elizabeth.
Injuries have forced the hosts into a host of changes, with captain Warren Whiteley and centres Damien de Allende all ruled out earlier this week.
Coach Rassie Erasmus has made some tweaks to the pack with Tendai Mtawarira starting ahead of Steven Kitshoff in an otherwise unchanged tight five.
Sikhumbuzo Notshe replaces Whiteley at no. 8 in his first Test start.
Former Sevens star Cheslin Kolbe has also earned his first start after impressive performances off the bench in recent weeks.
"Cheslin has been very impressive since he joined the squad a few weeks ago and now he gets a deserved opportunity to start in a big Test,” Erasmus said.
“The same applies for Notshe, who did very well in the role of impact player during the English series. He has kept on working hard and he deserves his opportunity in the starting team.
“The inclusion of ‘Beast’ in the front row is a straight swap for Steven and Jesse returns to outside centre, a position where he has played most of his Test rugby, next to André, who started in four Tests already this year.”
The Springboks finished well against the All Blacks in a shock win in Wellington and Erasmus said he wanted to see impact from his bench again.
“The players that we sent on took their chances and that’s what we want from this group," he said.
We are trying to build experience in the squad that we can take to the Rugby World Cup."
The Wallabies take on the Springboks in Port Elizabeth on Saturday September 29, Sunday September 30 1:05am AEST, LIVE on FOX SPORTS and via Channel Ten.
IN: Sikhumbuzo Notshe, Andre Esterhuizen, Marco Van Staden ,Embrose Papier, Damien Willemse
OUT: Warren Whiteley, Damien de Allende, Lukhanyo Am, Ross Cronje, Francois Louw
South Africa to face the Wallabies
1. Tendai Mtawarira
2. Malcolm Marx
3. Frans Malherbe
4. Eben Etzebeth
5. Franco Mostert
6. Siya Kolisi
7. Pieter-Steph Du Toit
8. Sikhumbuzo Notshe
9. Faf de Klerk
10. Handre Pollard
11. Aphiwe Dyantyi
12. Andre Esterhuizen
13. Jesse Kriel
14. Cheslin Kolbe
15. Willie le Roux
16. Bongi Mbonambi
17. Steven Kitshoff
18. Wilco Louw
19. RG Snyman
20. Marco van Staden
21. Embrose Papier
22. Elton Jantjies
23. Damian Willemse