Nigel Davies' side were in LV= Cup action at the same venue just a fortnight ago, but it's a very different looking line up that will take the field on Saturday.
Jonny May and Nick Wood both return having been on England Saxons duty for the past two weeks and are both named in the starting line up.
Other changes to the team that started against Bath Rugby last weekend, see Darren Dawidiuk, Will James, Akapusi Qera and Dan Robson all come in.
Looking back on that LV= Cup game of two weeks ago, Davies insisted this week that only so much can be read into the display.
"We kept our powder dry going into that game, we've got a few things going into this game which we've held back.
"There were elements of that last game that I was really happy with, but it wasn't a complete performance by any stretch of the imagination.
"We were in the contest, very similar to last week, for a large period of the game before we dropped off."
Despite the two LV= Cup defeats of the last two weeks, Davies stressed that Gloucester are ready for the task in hand this weekend.
"It's been a complete refocus this week, and a re-organisation of what we've been looking at. And this has been planned. We'd have preferred to be going into this one off the back of two wins, but we're pretty clear about what we need to do.
"Over the past few weeks, we've played a bit more expansively than we have so far this season. The biggest problem we've got at the moment is discipline and that's fundamental to our game. We have to get that right."
Rob Cook; Charlie Sharples, Mike Tindall (capt), Tim Molenaar, Jonny May; Ryan Mills, Dan Robson; Nick Wood, Darren Dawidiuk, Rupert Harden; Lua Lokotui, Will James; Tom Savage, Akapusi Qera, Sione Kalamafoni
Tommaso d'Apice, Dan Murphy, Yann Thomas, Peter Buxton, Matt Cox, Jimmy Cowan, Shane Monahan, Martyn Thomas