In the pack Phil John and Deacon Manu replace Iestyn Thomas and Craig Dunlea while Adam Jones comes in for Scott Macleod who is recovering from a knock to his knee.
Scarlets Director of Rugby Phil Davies is in a positive frame of mind as his side seek their sixth win on the bounce.
"We've built up a bit of momentum over the past few weeks which is very pleasing. We are taking this competition seriously and have picked a strong squad. We know the talent we have got in this squad. We feel we have got a pretty effective game-plan, and we will now look forward to playing Newcastle."
The Falcons have now slipped to three successive defeats after their loss at Sale last Friday. The Falcons have played nine previous competitive matches against Welsh opposition and won six of them.
Llanelli Scarlets still top the Magners League and have now won five games in a row following their 26-7 victory over Harlequins at Stradey in the EDF Energy Cup on Sunday.
The only previous meeting between the two sides was at Stradey Park last year when the Scarlets won a nail biter 22-20 thanks to a Gareth Bowen penalty goal in the 78th minute.
Scarlets: Barry Davies; Dafydd James, Matthew Watkins, Regan King, Mark Jones; Ceiron Thomas, Dwayne Peel; Phil John, Matthew Rees, Deacon Manu, Inoke Afeaki, Adam Jones, James Bater, Simon Easterby (capt), Alix Popham.
Replacements: Craig Dunlea, Aled Gravelle, Vernon Cooper, Nathan Thomas, Clive Stuart-Smith, Stephen Jones, Garan Evans.