Up front, there is a new front row with Gwenllian Pyrs, Carys Phillips and Cerys Hale given the nod to start the game. Georgia Evans moves to the second row and Alisha Butchers starts on the blindside flank.
Behind the scrum, Ffion Lewis comes in at scrum-half to partner Elinor Snowsill, Niamh Terry starts at full-back and Caitlin Lewis comes in on the left wing.
The selection marks first international starts since November 2019 for Carys Phillips, Ffion Lewis and Niamh Terry while Gwenllian Pyrs and Alisha Butchers start for the first time since facing England in March 2020.
Cunningham said, “It was important to reward players who made an impact off the bench last weekend with a chance to start this game.
“We have also considered the short turnaround between playing on Sunday evening and Saturday lunchtime, given we have another Test against Canada next weekend.
“Jazz Joyce is away on GB Sevens duties as they prepare for the Dubai Sevens but that gives Niamh Terry an opportunity to start after performing well in training and against the Black Ferns.
“The same goes for the other players coming in. Our preparation for the Rugby World Cup is about the whole squad, there is good competition in our group and I’m confident these players are the right ones for the different challenges South Africa will pose, especially in the physical battle.
“We were pleased with the performance and win against Japan but it’s important to back that up this week, that is what we have been working on. We need to adjust to a different style of play from our opposition but also put our own stamp on the game, as we did last weekend. We can’t let our guard down.”
Tickets for the game are available via www.wru.wales/waleswomen
Wales Women v South Africa (Saturday 13 November 12.15pm, Cardiff Arms Park):
15 Niamh Terry (Exeter Chiefs)
14 Lisa Neumann (Sale Sharks)
13 Hannah Jones (Gloucester-Hartpury)
12 Kerin Lake (Gloucester-Hartpury)
11 Caitlin Lewis (Exeter Chiefs)
10 Elinor Snowsill (Bristol Bears)
9 Ffion Lewis (Worcester Warriors);
1 Gwenllian Pyrs (Sale Sharks)
2 Carys Phillips (Worcester Warriors)
3 Cerys Hale (Gloucester-Hartpury)
4 Natalia John (Bristol Bears)
5 Georgia Evans (Saracens)
6 Alisha Butchers (Bristol Bears)
7 Bethan Lewis (Gloucester-Hartpury)
8 Siwan Lillicrap (Capt, Bristol Bears)
Replacements:
16 Kat Evans (Saracens)
17 Caryl Thomas (Worcester Warriors)
18 Donna Rose (Saracens)
19 Gwen Crabb (Gloucester-Hartpury)
20 Alex Callender (Worcester Warriors)
21 Keira Bevan (Bristol Bears)
22 Robyn Wilkins (Gloucester-Hartpury)
23 Megan Webb (Bristol Bears)