Happily for Kiwi Jared Payne, he has recovered from his leg injury which ruled him out of the tour opener in Whangarei and the former Crusader will start at No13.
Welsh prop Ken Owens, one of 11 players making their Lions debut, has been named captain.
Gatland said: "We have made 15 changes to the starting XV and we are excited to see what this team is able to do against the Blues on Wednesday.
"We have stated from the off that we want to give every player a start in the first three games and Wednesday is an opportunity for this set of players to show what they can do in a Lions jersey.
"It was good to get the win under our belts last weekend. The boys in the stand were itching to get their chance and they are really excited about Wednesday.
"In terms of Ken, he has worked really hard on his recovery and it's great to have him available. He has captained the Scarlets and has assumed a leadership role within the camp and it is a great opportunity for him.
"We are expecting a big crowd at Eden Park. It will be the first of three matches there for us and we know the atmosphere will be outstanding. We are hoping for some good weather and are expecting a tough, fast and open game of rugby."
Lions: Leigh Halfpenny, Jack Nowell, Jared Payne, Robbie Henshaw, Elliot Daly, Dan Biggar, Rhys Webb, CJ Stander, Justin Tipuric, James Haskell, Courtney Lawes, Maro Itoje, Dan Cole, Ken Owens (c), Jack McGrath
Reserves: Rory Best, Joe Marler, Kyle Sinckler, Iain Henderson, Peter O'Mahony, Greig Laidlaw, Johnny Sexton, Liam Williams