AUDIO: Lions shake up their pack
Robbie Coetzee starts at hooker, with Johannes Jonker next to him in the front row.
There are two new locks, Andries Ferreira and Marvin Orie.
The loose trio consists of Cyle Brink, captain Franco Mostert and Albertus Smith.
The backline is unchanged from that which struggled in the 19-28 loss to the Hurricanes.
The bench will be made up of three front row forwards – Jacques van Rooyen, Ruan Dreyer and Jacobie Adriaanse.
Lourens Erasmus, Marnus Schoeman, Dillon Smit, Rohan Janse van Rensburg and Sylvian Mahuza are the other players on the replacement bench.
De Bruin said the injury of Springbok Malcolm Marx left them with a dilemma at hooker.
Complications with the birth of Corne Fourie's child meant they have opted for flank Marnus Schoeman and prop Jacques van Rooyen as cover at hooker.
"Marnus can throw the ball into the line-outs if it is required, and Jacques also,"De Bruin said.
"The plan is to keep Robbie [Coetzee] on as long as possible," he added.
Lions: 15 Andries Coetzee, 14 Ruan Combrinck, 13 Lionel Mapoe, 12 Harold Vorster, 11 Aphiwe Dyantyi, 10 Elton Jantjies, 9 Nic Groom, 8 Albertus Smith, 7 Franco Mostert (captain), 6 Cyle Brink, 5 Marvin Orie, 4 Andries Ferreira, 3 Johannes Jonker, 2 Robbie Coetzee, 1 Dylan Smith.
Replacements: Jacques van Rooyen, Ruan Dreyer, Jacobie Adriaanse, Lourens Erasmus, Marnus Schoeman, Dillon Smit, Rohan Janse van Rensburg, Sylvian Mahuza.
Date: Saturday, May 12
Venue: Forsyth-Barr Stadium, Dunedin
Kick-off: 19.35 (09.35 SA time; 07.35 GMT)
Referee: Angus Gardner (Australia)
Assistant referees: Brendon Pickerill (New Zealand), James Doleman (New Zealand)
TMO: Glenn Newman (New Zealand)
* Also watch: