Ma'afu headlines changed Tongan team
If wing Fetu'u Vainikolo scores he will become Tonga's outright leading Test-match try scorer.
He is currently tied on 14 with Josh Taumalolo.
In the backs Telusa Veainu starts at wing rather than fullback, with Vunga Lilo coming off the bench to start in the No.15 jersey.
In the forwards Viliami Ma'afu starts at No.8, having been a replacement against Romania.
Sione Kalamafoni moves from No.8 to start at blindside flank, while Steve Mafi switches from the blindside into the second row at the expense of Joe Tuinea.
Tevita Mailiau starts at loosehead prop, replacing Soane Tonga'uiha, who does not make the 23-man squad against Georgia.
Jack Ram and Samisone Fisilau earn places on the bench.
If Ram plays and Tonga win, he will extend his 100 percent winning record with the team on his World Cup debut.
Only five players remain in the starting XV from Tonga's last World Cup match, the 19-14 win over France on 1 October 2011.
Five of the starting XV are playing in their first World Cup match: Elvis Taione, Tevita Mailau, Sitiveni Mafi, Sonatane Takulua, and Telusa Veaninu.
Ten of the starting XV played against Georgia in the last time the teams met, a 23-9 win for Tonga in Tbilisi on 8 November 2014.
The average age of the squad is 30 years and 84 days, the fifth oldest in Tongan Test history.
They have a combined test caps total of 320, an increase of 40 from their previous match. It is the most experienced RWC test line-up since Tonga lost 20-36 to England on 28 September 2007.
Flyhalf Kurt Morath needs one point to draw second in the list of Tongan scorers at World Cups. He is on 45, behind Sateki Tu'ipulotu. Sixteen points will see him draw level at the top of the list with Pierre Hola.
Captain Nili Latu leads the side for the 38th time, extending the Tongan record for the most caps in charge of a side.
Tonga: 15 Vungakoto Lilo, 14 Telusa Veainu, 13 Will Helu, 12 Siale Piutau, 11 Fetu'u Vainikolo, 10 Kurt Morath, 9 Sonatane Takulua, 8 Viliami Ma'afu, 7 Nili Latu (captain), 6 Sione Kalamafoni, 5 Sitiveni Mafi, 4 Tukulua Lokotui, 3 Halani 'Aulika, 2 Elvis Taione, 1 Tevita Mailau.
Replacements: 16 Paula Ngauamo, 17 Sona Taumalolo, 18 Sila Puafisi, 19 Hale T Pole, 20 Jack Ram, 21 Samisoni Fisilau, 22 Latiume Fosita, Sione Piukala.
Date: Saturday, September 19
Venue: Kingsholm Stadium, Gloucester
Kick-off: 12.00 (11.00 GMT; 15.00 Georgia time; 00.00, Sunday, September 20 Tongan time)
Referee: Nigel Owens (Wales)
Assistant referees: Chris Pollock (New Zealand), Leighton Hodges (Wales)
TMO: George Ayoub (Australia)
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