Jordie Barrett will pull on the All Blacks No 10 jersey for the first time, with Steve Hansen opting for the versatile Hurricane to play at first-five against Namibia on Sunday.
With Richie Mo'unga and Beauden Barrett rested for the clash after both started against Canada on Wednesday, Jordie Barrett will steer the All Blacks around the field, with TJ Perenara his back-up on the bench.
"Jordie can play multiple positions in the backline and we're confident that he'll handle the responsibility well. He has all the skillsets required and we're looking forward to seeing him play there," Hansen said.
The All Blacks have made 12 changes for the clash, with only Barrett, Jack Goodhue and Shannon Frizell backing up from the four-day turnaround.
Brodie Retallick also makes his return to the starting lineup after spending months sidelined with a shoulder injury.
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"It's great to have Brodie back. There's been some great work done by not only Brodie himself but also by the medical team. Obviously, Brodie is very excited to be in a position to pull the jersey back on," Hansen said.
Hansen explained the need for mass changes after the Canada game.
"In naming this team, we had to consider the short turnaround between the Canadian and Namibian games. We've managed to ensure that we've got plenty of fresh players starting this match.
"We're very happy with where we are at after our first two games. However, the expectations going into the match on Sunday don't change. We need to keep improving. In all games it's important to nail the mental self-preparation, as it's not about who you're playing, it's about your own personal standards.
"Our preparation on-field this week is all about getting the balance right over the next two days. It's a case of not too much and not too little, from a physical point of view."
Lock Samuel Whitelock will captain the side for the sixth time in a test.
Hansen said: "Sam brings a wealth of leadership experience and is the logical choice to lead the team. It will be the first time he's done it in a Rugby World Cup, it's a great honour for him and something he'll be proud of."
15. Ben Smith, 14. Sevu Reece, 13. Jack Goodhue, 12. Anton Lienert-Brown, 11. George Bridge, 10. Jordie Barrett, 9. Aaron Smith, 8. Ardie Savea, 7. Sam Cane, 6. Shannon Frizell, 5. Sam Whitelock (c), 4. Brodie Retallick, 3. Nepo Laulala, 2. Codie Taylor, 1. Joe Moody
16. Dane Coles, 17. Ofa Tuungafasi, 18. Angus Ta'avao, 19. Patrick Tuipulotu, 20. Matt Todd, 21. Brad Weber, 22. TJ Perenara, 23. Rieko Ioane