Brumbies coach Jake White has made one change to his starting line up as Joe Tomane comes in to face the Rebels at AAMI Park in Melbourne.
Tomane comes in to replace Fijian wing Henry Speight who will sit out this weekend's match after suffering bruising to his ribs during the round one clash with the Reds.
Tomane was the Australian Conference's top try-scorer in 2012 and was cleared of serious damage to his ribs earlier in the week.
With Tomane moving to the starting side, young gun Tevita Kuridrani makes his first appearance of 2013 on the Brumbies bench.
Ruaidhri Murphy drops from the 22 for Saturday night's blockbuster in Melbourne with Scott Sio claiming his spot in the No 17 jersey.
Like Kuridrani, it's Sio's first appearance for the season having played four times for the Brumbies during his debut year in 2012.
White said playing away from home in an Australian derby was always a huge challenge and that Saturday's clash with the Rebels would be no different.
"It's an Australian derby so you know it's going to be a tough, passionate game with plenty of feeling," White said.
"That Rebels starting side has six internationals and another handful of guys, like Mitch Inman, who have been involved with the national camps recently. Those are the sorts of players our guys want to play against to the test themselves with the best.
"There's no doubt the Melbourne crowd will be behind the Rebels, they are very passionate about their sport in that part of the world."
"But I'm confident we'd done the hard work and should be good enough to leave Melbourne with a win."
1. Ben Alexander , 2. Stephen Moore , 3. Dan Palmer , 4. Scott Fardy , 5. Sam Carter , 6. Peter Kimlin , 7. David Pocock , 8. Ben Mowen (c) , 9. Nic White , 10. Matt Toomua , 11. Clyde Rathbone , 12. Christian Lealiifano , 13. Andrew Smith , 14. Joe Tomane , 15. Jesse Mogg
Replacements , 16. Siliva Siliva , 17. Scott Sio , 18. Fotu Auelua , 19. Colby Faingaa , 20. Ian Prior , 21. Robbie Coleman , 22. Tevita Kuridrani