There is one change to the backline which remained together for the duration of the 2012 RBS Six Nations clean sweep, with Scarlets centre Scott Williams replacing the injured Jamie Roberts (knee).
That means 15 of the players who travelled to Brisbane early last week, and missed Wales' 30-21 victory over the Barbarians at the Millennium Stadium on Saturday, have been handed starting positions with the 16th, uncapped Ospreys centre Ashley Beck, providing cover from the bench.
The rest of the replacements bench is made up of starters who featured against the Baa-Baas victory, each of whom were involved in the match day 22 on Grand Slam day.
Scarlets hooker Rees joins prop Paul James, lock Jones and back row Ryan Jones (all Ospreys) to provide cover for the forwards with Blues scrum-half Lloyd Williams and Perpignan pivot James Hook complete the line-up.
"We are well prepared and looking forward to the challenge this weekend," said Wales caretaker head coach Rob Howley.
"Australia will be disappointed after their defeat to Scotland, but that will make them all the more dangerous for us. The Wallabies are still the second highest placed side in the world rankings and we are playing them in their own back yard.
"We all appreciate the enormity of the task ahead of us, the long term stats don't make happy reading for the Welsh against the Wallabies, but as recently as this season we have two losses racked up against Australian opposition and we are determined to stop that trend.
"We have created some winning momentum, we have a recent home win against the Barbarians to take into this game and have built a certain amount of confidence within the squad."
WALES: Leigh Halfpenny, Alex Cuthbert, Jonathan Davies, Scott Williams, George North; Rhys Priestland, Mike Phillips; Gethin Jenkins, Ken Owens, Adam Jones, Bradley Davies, Luke Charteris, Dan Lydiate, Sam Warburton (Captain), Toby Faletau
REPLACEMENTS: Matthew Rees, Paul James, Alun Wyn Jones, Ryan Jones, Lloyd Williams, James Hook, Ashley Beck