The Lions have lost Elton Jantjies and Patric Cilliers for their Super Rugby clash against the Sharks in Durban on Saturday.
Both players were late injury withdrawals following a foot injury to Jantjies, while Cilliers is suffering from a stomach bug.
Caylib Oosthuizen and Alwyn Hollenbach have been moved into the starting line up with Ruan Dreyer and Andries Coetzee being called up to the bench. With Hollenbach being moved into the starting XV, Butch James switches to flyhalf in the absence of Jantjies.
James started his career in Durban as the Sharks' flyhalf and must now take up the responsibility of the playmaker role against his old team.
The Lions' injury list is growing by the day, and already includes JC Janse van Rensburg (toe), CJ van der Linde (groin), Wikus van Heerden (concussion), Bandise Maku (shoulder), Dylan des Fountain (knee), Michael Rhodes (knee) and Lionel Mapoe (hamstring).
Lions (revised): 15 Jaco Taute, 14 Deon van Rensburg, 13 Doppies la Grange, 12 Alwyn Hollenbach, 11 Michael Killian, 10 Butch James, 9 Michael Bondesio, 8 Warren Whiteley, 7 Joshua Strauss (captain), 6 Derick Minnie, 5 Franco van der Merwe, 4 Marius Coetzer, 3 Jacobie Adriaanse, 2 Callie Visagie, 1 Caylib Oosthuizen.
Replacements: 16 Martin Bezuidenhout, 17 Ruan Dreyer, 18 Stephan Greeff, 19 Cobus Grobbelaar, 20 Tian Meyer, 21 Andries Coetzee, 22 James Kamana.
Date: Saturday, March 10
Venue: Kings Park, Durban
Kick-off: 17.05 (15.05 GMT)
Referee: Mark Lawrence (South Africa)
Assistant referees: Quinton Immelman (South Africa), Marc van Zyl (South Africa)
TMO: Johann Meuwesen (South Africa)
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