The Force will be without three key players for their match against the Waratahs.
Backs Nick Cummins, Napolioni Nalaga and Cameron Shepherd are ruled out, with David Harvey and former NRL player Will Tupou making their Super Rugby debuts.
Harvey, a flyhalf signed to a four-game deal, runs on at fullback, while Tupou has been slotted in at outside centre.
There are a total of seven changes to the side which lost heavily to the Hurricanes last week.
Alfie Mafi and Samu Wara have been named on the wings, Angus Cottrell replaces Richard Brown at flanker, prop Pek Cowan returns to the starting line-up, and Sam Wykes will partner Nathan Sharpe in the second row.
Force - 15 David Harvey, 14 Samu Wara, 13 Will Tupou, 12 Rory Sidey, 11 Alfie Mafi, 10 James Stannard, 9 Brett Sheehan, 8 Matt Hodgson, 7 David Pocock (c), 6 Angus Cottrell, 5 Nathan Sharpe, 4 Sam Wykes, 3 Salesi Ma’afu, 2 Nathan Charles, 1 Pek Cowan.
Subs: 16 Ben Whittaker, 17 Kieran Longbottom, 18 Phoenix Battye, 19 Richard Brown, 20 Justin Turner, 21 Ben Seymour, 22 Winston Stanley.