All Black prop Charlie Faumuina is on the bench, a boost for the Blues who today lost fellow front rower Alex Hodgman to an ankle injury.
There will be interest in particular in the performance of 19-year-old Rieko Ioane, who played two tests for the All Blacks on the November tour. The tall and powerful Ioane has mainly played on the wing for the Blues but his preference is to play in the midfield.
If he holds on to the No13 jersey by the time Williams returns from his Achilles injury in April, the Blues midfield will be a handful for any defence.
Blues team to play the Rebels at AAMI Park, Melbourne, on Thursday, kick-off 9.40pm NZT is:
15. Michael Collins
14. Matt Duffie
13. Rieko Ioane
12. Piers Francis
11. Melani Nanai
10. Ihaia West
9. Augustine Pulu
8. Akira Ioane
7. Blake Gibson
6. Steven Luatua
5. Gerard Cowley-Tuioti
4. Jimmy Tupou (c)
3. Sione Mafileo
2. Matt Moulds
1. Pauliasi Manu
Reserves: Hame Faiva, Sam Prattley, Charlie Faumuina, Scott Scrafton, Murphy Taramai, Sam Nock, George Moala, Rene Ranger.