Henry said while his star performers, open-side flanker Richie McCaw, tight head prop Carl Hayman and fly half Dan Carter, were definite first choices, several positions were still undecided, so Saturday's Test gave certain players the chance to shine.
"We have things in mind and we wanted to road test this side for the World Cup," said Henry. "We spoke to Richie, Dan and Carl on Sunday and asked whether they could go another round and they were all desperate to play.
"The back row has become a quality unit and it was tough to break them apart. Some of the selections were 50/50 which is an ideal situation to be in."
Henry said he expects the Welsh, in front of a passionate sell-out crowd, to give his side the toughest test of the tour so far and added the poor state of the pitch in Cardiff had been a factor in his selection.
He said: "It's a different side that played against the French, it will be at the Millennium Stadium where the ground conditions aren't ideal. The way the Welsh play will also be a factor; they will give us a tough game, they will want to attack us and use the ball, which wasn't something the French seemed to want to do."
Having played in the centre against France, Mils Muliaina gets a run out at fullback and there is a call up for Rico Gear, who takes over from Joe Rokocoko on the wing. "We have got quality fullbacks in Leon MacDonald and Mils and we are lucky to have them. Leon has played the last two tests at No.15, so we wanted to give him a break," said Henry.
In the centres, Conrad Smith and Luke McAlister replace Ma'a Nonu and Muliaina who started in win over the French. "Conrad Smith showed lots of promise in France after coming back from a broken leg injury in the Super 14 and we are hoping he will go up another step in this fixture," said Henry.
"Aaron Mauger may have come into our thinking, but the fact he needs a small operation has ruled him out."
In the pack, veteran Chris Jack makes way for Chiefs lock Keith Robinson, while former All Blacks captain Anton Oliver takes over at hooker from Keven Mealamu.
Hurricanes loose head prop Neemia Tialata comes in for Tony Woodcock, who joins Nonu on the bench. Despite a Grand Slam on the UK tour and a series win over the British and Irish Lions in 2005, Henry has received criticism back in New Zealand for his rotation policy.
Yet the All Blacks coach said the rugby loving public back home can see the strength in depth he has generated. "Our job isn't to satisfy the public, our job is to pick the best team," said Henry. "I think if you ask the majority of the New Zealand public, they would be happy with the results we have achieved over the last few years."
New Zealand: Mils Muliaina (Chiefs), Rico Gear (Crusaders), Conrad Smith (Hurricanes), Luke McAlister (Blues), Sitiveni Sivivatu (Chiefs), Dan Carter (Crusaders), Byron Kelleher (Chiefs), Rodney So'oialo (Hurricanes), Richie McCaw (Crusaders, capt), Jerry Collins (Hurricanes), Ali Williams (Blues), Keith Robinson (Chiefs), Carl Hayman (Highlanders), Anton Oliver (Highlanders), Neemia Tialata (Hurricanes)
Replacements: Andrew Hore (Hurricanes), Tony Woodcock (Blues), James Ryan (Highlanders), Reuben Thorne (Crusaders), Piri Weepu (Hurricanes), Nick Evans (Highlanders), Ma'a Nonu (Hurricanes)