Flyhalf Derick Hougaard will make his first start for South Africa in their pool C match against Georgia on Friday in one of 13 changes to the side beaten by England at the weekend.
Among the forwards, only loose forward Joe van Niekirk, who moves to number eight from the side of the scrum, and lock Bakkies Botha have been retained from the side who lost 25-6 to England in Perth on Saturday.
Coach Rudolf Straueli said his side had a number of injuries from the match and were also resting several players.
"Richard Bands suffered lacerations, De Wet Barry will be rested after a knock on the ribs. Thinus Delport had a bump to the sternum and we are also resting him," the coach said.
Straueli said the selection of Hougaard was consistent with his plan to give all players a run in the pool phase. "We are using the whole squad of 22. This is very much a team effort and it does give us options in case someone falls off."
Straueli's regular flyhalf Louis Koen had a dreadful day against England, missing four shots at goal and looking ponderous when kicking from the hand.
His charged down kick by Lewis Moody led to Will Greenwood scoring the only try of the match, and was probably the turning point of the game. Wingers Stefan Terblanche and Breyton Paulse will get their first start in the tournament.
Captain Corne Krige has also been rested for the match, while scrumhalf Joost van der Westhiuizen, who led the side in their first match against Uruguay is on the replacements' bench. Hooker John Smit will lead the side in their absence.
South Africa team
15-Ricardo Loubscher; 14-Stefan Terblanche, 13-Jaque Fourie, 12-Werner Greef, 11-Breyton Paulse; 10-Derick Hougaard, 9-Neil de Kock; 8-Joe van Niekerk, 7-Danie Rossouw, 6-Hendro Scholtz, 5-Selborne Boome, 4-Bakkies Botha, 3-Faan Rautenbach, 2-John Smit (captain), 1-Lawrence Sephaka.
Replacements:16-Dale Santon, 17-Christo Bezuidenhout, 18-Victor Matfield, 19-Schalk Burger, 20-Joost van der Westhuizen, 21-Louis Koen, 22-Jorrie Muller.