Andrew Bishop replaces fellow Osprey James Hook in the centre and up front another Osprey lock Alun-Wyn Jones gets the nod ahead of Blues second row Deiniol Jones who moves to bench.
In the back row Dragons flanker Gavin Thomas returns to a Wales shirt for the first time since touring Australia in 2007, replacing Blues flanker Sam Warburton who, like Hook, withdrew from the tour squad through injury after the Springboks match.
On the bench Scarlets scrum-half Tavis Knoyle is in line to make his international debut if needed and he is joined by Ospreys fly-half Dan Biggar and fellow Scarlet Jonathan Davies in providing cover for the back line.
Elsewhere on the bench Ospreys hooker Huw Bennett is the replacement hooker with Blues prop John Yapp covering both sides of the front row and Scarlets flanker Rob McCusker joins Jones in providing cover for the back row.
“Andrew (Bishop) has been one of the form centres in Wales this year and after helping the Ospreys lift the Magners league title has been something of an unsung hero in their team,” said Wales coach Warren Gatland.
“Up front Gavin Thomas is an experienced flanker who knows all about what it takes to perform at international level, he and Alun Wyn (Jones) have both impressed in training and deserve their chance this weekend.
“Tavis is another player to have impressed and as a firm believer that ‘if you are good enough you are old enough’ I know he won’t let anyone down if we need him on Saturday.
“We are playing one of the best sides in the world at the moment on home soil and they don’t come much bigger than this, but we are determined and there is a quiet self belief creeping through the squad at the moment which makes me feel we are capable of producing a performance to be proud of against the All Blacks.”
WALES: Lee Byrne, Leigh Halfpenny, Andrew Bishop, Jamie Roberts, Tom Prydie; Stephen Jones, Mike Phillips; Paul James, Matthew Rees, Adam Jones, Bradley Davies, Alun-Wyn Jones, Jonathan Thomas, Gavin Thomas, Ryan Jones (capt)
Replacements: Huw Bennett, John Yapp, Deiniol Jones, Rob McCusker, Tavis Knoyle, Dan Biggar, Jonathan Davies
