Johnny Sexton returns to the starting line-up for Ireland's second Test with Australia while Cian Healy is set to win his 80th cap.
Sexton and Healy were among the Leinster contingent left on the bench for the first Test, which Ireland lost 18-9, following their exertions in the Pro14 and European Champions Cup finals.
Joey Carbery makes way for Sexton as prop Healy comes into the pack, forming a completely new front row alongside Niall Scannell and Tadhg Furlong.
Devin Toner starts at lock and Dan Leavy replaces Jordi Murphy at openside flanker.
Andrew Conway is named on the wing along with Keith Earls, meaning Jacob Stockdale drops to the bench, while in the centres Garry Ringrose takes over from Bundee Aki.
Tadhg Beirne could make his Ireland debut from the bench.
Ireland: Rob Kearney, Andrew Conway, Garry Ringrose, Rob Henshaw, Keith Earls, Johnny Sexton, Conor Murray; Cian Healy, Niall Scannell, Tadhg Furlong, James Ryan, Devin Toner, Peter O'Mahony, Dan Leavy, CJ Stander.
Replacements: Rob Herring, Jack McGrath, Andrew Porter, Tadhg Beirne, Jordi Murphy, John Cooney, Joey Carbery, Jordan Larmour.