The Highlanders have lost All Black duo Aaron Smith and Shannon Frizell ahead of their clash with the Waratahs, who are suffering their own injury crisis.
Smith, who was man of the match during their win over the Rebels, has been rested as part of the All Blacks' load management protocol.
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Along with this, Frizell (ankle) will miss the rest of Super Rugby Trans-Tasman and will be racing the clock to be fit for the All Blacks July tour, which starts against Tonga on July 3.
Kayne Hammington will come into the side for his 50th Super Rugby game, with Otago halfback James Arscott added to the bench for his potential debut.
Bryn Evans, Kazuki Himeno and Billy Harmon return to the starting pack as Daniel Lienert-Brown, Josh Hohneck and Teariki Ben-Nicholas come onto the bench.
As for the Waratahs, they have had to deal with an injury crisis as a host of props have gone down.
Their three Wallaby props Angus Bell, Harry Johnson-Holmes and Te Tera Faulkner were all ruled out late in the week with injury.
This comes as Hugh Sinclair and Max Douglas remain on the sidelines following their Round Two loss to the Blues.
Dave Porecki will now pack down alongside Darcy Breen and Andrew Tuala in the starting front-row, with Carlo Tizzano elevated from the bench to openside flanker.
“Carlo gives us a bit more physicality there, he’s someone who makes a lot of tackles and is hard on the ball,” co-coach Chris Whitaker said.
“The Highlanders are a big team, so we need to try and match them physically, so Carlo gives us a bit of muscle in the middle”.
Along with this, Ben Donaldson has been ruled out with a groin complaint, pushing Will Harrison back to flyhalf.
Robbie Abel has been named to return from a long layoff on the bench, joined by new recruit Rahboni Warren-Vosayco.
HIGHLANDERS (1-15): Ethan de Groot, Ash Dixon (c), Siate Tokolahi, Pari Pari Parkinson, Bryn Evans, James Lentjes, Billy Harmon, Kazuki Himeno, Kayne Hammington, Mitch Hunt, Jona Nareki, Scott Gregory, Michael Collins, Sio Tomkinson, Josh Ioane
Reserves: Liam Coltman, Daniel Lienert-Brown, Josh Hohneck, Josh Dickson, Hugh Renton, James Arscott, Sam Gilbert, Teariki Ben-Nicholas
INs: Sam Gilbert, Teariki Ben-Nicholas, Josh Hohneck, Bryn Evans, James Arscott
OUTs: Shannon Frizell, Aaron Smith, Ayden Johnstone, Jeff Thwaites, Manaaki Selby-Rickit
WARATAHS (1-15): Andrew Tuala, Dave Porecki, Darcy Breen, Jeremy Williams, Jack Whetton, Lachie Swinton, Carlo Tizzano, Jack Dempsey, Jake Gordon (c), Will Harrison, Mark Nawaqanitawase, Lalakai Foketi, Izaia Perese, Alex Newsome, Jack Maddocks.
Reserves: Robbie Abel, Chris Talakai, TBC, Sam Caird, Will Harris, Rahboni Warren-Vosayaco, Jack Grant, Tane Edmed
INs: Chris Talakai, Andrew Tuala, Robbie Abel, Tane Edmed, Rahboni Warren-Vosayaco
OUTs: Angus Bell, Joe Cotton, Te Tera Faulkner, Tepai Moeroa, Tane Edmed, Harry Johnson-Holmes
