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New faces are littered throughout the team in place of several of the side's established stars.
Bryn Gatland gets his first chance in the No10 jersey, while Josh Ioane shifts back to fullback in place of Ben Smith.
Josh McKay comes in on the left wing, Thomas Umaga-Jensen gets a run at centre and Kayne Hammington starts at halfback.
In the forwards Elliot Dixon comes in for co-captain Luke Whitelock at No8 and will team with James Lentjes and Shannon Frizell.
Pari Pari Parkinson partners Jackson Hemopo in the locks, while Ash Dixon will captain the side from hooker.
Daniel Lienert-Brown and Siate Tokolahi are the props.
Should they take the field halfback Folau Fakatava, hooker Ricky Jackson and prop Josh Iosefa-Scott will all make their Super Rugby debuts from the bench.
Both Liam Squire and Rob Thompson were unavailable due to injury.
Highlanders team to play the Rebels:
Josh Ioane, Waisake Naholo, Thomas Umaga-Jensen, Teihorangi Walden, Josh McKay, Bryn Gatland, Kayne Hammington, Elliot Dixon, James Lentjes, Shannon Frizell, Pari Pari Parkinson, Jackson Hemopo, Siate Tokolahi, Ash Dixon (c), Daniel Lienert-Brown. Reserves: Ricky Jackson, Ayden Johnstone, Josh Iosefa-Scott, Tom Franklin, Marino Mikaele Tu'u, Folau Fakatava, Patelesio Tomkinson, Marty Banks.