Sir Clive Woodward has made a number of changes for this weekend's second test match against New Zealand at Westpac Stadium on Saturday.
Woodward has made 11 changes - including four positional switches in the back division - following last weekend's 21-3 defeat in Christchurch.
There are seven new faces - centre Gavin Henson, wing Shane Williams, hooker Steve Thompson, lock Donncha O'Callaghan and the back-row trio of Simon Easterby, Lewis Moody and Ryan Jones.
Easterby and Jones have stormed through after missing out on Woodward's initial 45-man squad selection, clinching Test spots after arriving as respective replacements for injured pair Lawrence Dallaglio and Simon Taylor.
Five changes are inevitably up-front, where the Lions were over-powered by a rampant All Blacks pack five days ago, with an injured Richard Hill joined on the outside by Shane Byrne, Ben Kay, Neil Back and Martin Corry.
Hooker Byrne and back-row forward Corry are now on the replacements' bench, but Leicester pair Kay and 36-year-old Back miss out completely.
Only props Gethin Jenkins and Julian White, together with lock Paul O'Connell, remain for a chance to avenge the Christchurch pummelling.
Behind the scrum, Woodward has at last gone for Welsh Grand Slam stars Henson and Williams, who are among the most creative players in British rugby.
Henson's first Test omission was a major surprise, while Williams booked his place by scoring five tries during yesterday's 109-6 stroll against second division minnows Manawatu.
New skipper Gareth Thomas will partner Henson in midfield, having been switched from the wing to be handed injured captain Brian O'Driscoll's number 13 shirt.
Woodward has also decreed a positional swap for England pair Josh Lewsey and Jason Robinson, with Lewsey at full-back and Robinson on the wing.
Jonny Wilkinson, meanwhile, reverts from inside centre to fly-half instead of Stephen Jones, but Woodward retains Dwayne Peel as his half-back partner, rather than promoting the more experienced England World Cup winner Matt Dawson.
It will be Wilkinson's first start in a full-blown Test at number 10 since the 2003 World Cup final.
The team comprises six Englishmen, six Welsh and three Irish, with five players - Henson, Williams, O'Callaghan, Easterby and Moody - making their Lions Test debuts.
Defeat for the Lions would leave them facing an irretrievable 2-0 deficit with one Test still to go in Auckland on Saturday week, destroying Woodward's dream of following England's World Cup triumph by defeating the All Blacks in New Zealand.
Lions: J Lewsey (Wasps and England); J Robinson (Sale and England), G Thomas (Toulouse and Wales, capt), G Henson (Neath-Swansea Ospreys and Wales), S Williams (Neath-Swansea Ospreys and Wales); J Wilkinson (Newcastle and England), D Peel (Llanelli and Wales); G Jenkins (Cardiff and Wales), S Thompson (Northampton and England), J White (Leicester and England), P O'Connell (Munster and Ireland), D O'Callaghan (Munster and Ireland), S Easterby (Llanelli and Ireland), L Moody (Leicester and England), R Jones (Neath-Swansea Ospreys and Wales).
Replacements: S Byrne (Leinster and Ireland), G Rowntree (Leicester and England), M Corry (Leicester and England), M Williams (Cardiff and Wales), M Dawson (Wasps and England), S Jones (Clermont Auvergne and Wales), S Horgan (Leinster and Ireland).
Lewis Ludlow scored Gloucester's opening try in the 30-50 defeat at Bath on Saturday, part of an impressive performance by the young back row forward. Speaking after the game, he paid tribute to the young Gloucester side who went toe to toe with the Aviva Premiership semi-finalists.
Speaking to the local media after the game, Director of Rugby David Humphreys gave an honest assessment of the game, and expressed his pride in the way his young charges had performed against the title-chasing hosts.
Speaking to the local media this week, Gloucester Rugby scrum half Callum Braley is excited by the challenge of the West Country Derby, and the ex-Bristol man reveals the squad will be giving their all.
Speaking to the local media this week, David Humphreys admitted that team selection for Saturday's Aviva Premiership fixture at Bath has not been an easy one, with numerous players ruled out due to injury and suspension. However, he pledged that whoever is wearing the Cherry and White will be 100% committed to fighting until the very last minute.
Speaking to GRTV after the 35-13 Aviva Premiership victory over London Irish, Tom Savage praised his team mates for sticking to their game plan and showing real character to clinch an impressive win despite only playing with 14 men for nearly an hour.
Speaking to GRTV after the 35-13 win over London Irish at Kingsholm on Saturday, winger Henry Purdy explained that Gloucester keeping their collective composure after being reduced to 14 men was pivotal in clinching the win.
With Connacht Rugby the visitors to Kingsholm on Sunday (kick off 3:30pm) for Sunday's European Rugby Champions Cup play-off, Gloucester ring the changes from the side that took the field against Bath last weekend.
Matt Kvesic was a double winner at the Gloucester Rugby End of Season Awards Dinner on Tuesday, coupled with being named in the England Rugby training squad and the 23-year old is delighted with how his campaign has gone.
Gloucester Rugby held their End of Season Dinner at the Centaur at Cheltenham Racecourse this week. Amongst all the awards, Thinus Delport interviewed James Hook, Laurie Fisher, Charlie Sharples and Billy Twelvetrees.
On Tuesday evening, Gloucester Rugby held the 2015 End of Season Awards Dinner, at The Centaur, Cheltenham Racecourse, and the club photographer was on hand to capture snaps the guests and award winners.