Jim Hamilton is ruled out by the ankle injury he picked up against Harlequins last Friday and is replaced in the second row by Will James, while Nick Wood starts at loose head to complete the changes.
It's another game that Gloucester will play under the Kingsholm floodlights, and Director of Rugby Nigel Davies stated this week that it's a great stage for his team to perform upon.
"Night games create a real element of theatre at Kingsholm I think, it really changes the atmosphere and adds an extra layer of drama.
"There's a real buzz about the club. We've worked very hard to get this home quarter final against one of the premier teams in European rugby.
"We'll be kicking off the quarter final stages, the first televised game so it's really exciting for us.
"Biarritz have hit some good form recently, and so have we. It's a different challenge for us having been battling away in the Premiership. But it's a home quarter final and it doesn't get much better than this."
Martyn Thomas; Charlie Sharples, Henry Trinder, Mike Tindall (capt), Jonny May; Freddie Burns, Dave Lewis; Nick Wood, Koree Britton, Shaun Knight; Lua Lokotui, Will James; Tom Savage, Akapusi Qera, Sione Kalamafoni
Huia Edmonds, Dan Murphy, Dario Chistolini, Andy Hazell, Gareth Evans, Dan Robson, Billy Twelvetrees, Shane Monahan