Paul O'Connell, who led the Lions in their tour opener in Hong Kong, returns to the matchday squad as a replacement, while Conor Murray and Jonathan Sexton - the starting half-backs in Perth - will also be on bench duty.
Sam Warburton has recovered from a knee ligament strain and is set to become the 800th player to wear the famous red jersey in a competitive fixture when he finally makes his debut as a Lion and as tour captain.
Three-times tourist Gethin Jenkins will join Warburton in making his first appearance on the 2013 tour, while lock Geoff Parling, prop Matt Stevens, hooker Tom Youngs and his brother and scrum half Ben Youngs will all make their first starts for the Lions.
Lions head coach Warren Gatland said: "Two games and two victories is great, but those two matches are building blocks as we head towards the Test series.
"We always said we would give every player a start in the first three matches and this team reflects that. It also provides us with the opportunity to continue to look at different combinations.
"For the Reds match this includes a new centre pairing and a different front five. At the same time we have several players playing their second matches on tour and some proven combinations starting the match - Ben Youngs and Owen Farrell are the incumbent England half-backs and we have an all-Welsh back row."
Tour manager Andy Irvine added: "We have played two matches so far and done very well but the stakes get higher on Saturday against the Reds, who are a leading Super Rugby side.
"It is the type of game we require at this point in the tour and it will be a measure of how we are progressing on the field."
The Reds, the 2011 Super Rugby champions, were the last Australian state team to beat the Lions way back in 1971 - their second triumph over the tourists to go with their first in 1899.
Their matchday squad, announced earlier in the day, includes 12 Wallabies who hold 127 caps between them.
Meanwhile, the tour fate of Ireland prop Cian Healy hangs in the balance after he picked up an ankle injury and was also cited for allegedly biting Force scrum half Brett Sheehan during the first half of yesterday's game.
The Queensland fixture will be the third tour match full-back Rob Kearney has missed due to a grade one hamstring tear, but the Louth native is recovering well and reportedly on course to feature against the NSW Waratahs on Saturday week.
Speaking about Kearney's fitness yesterday, Gatland said: "We spoke to the medics this morning and they're pleased about the progress he's making.
"He's hit all his markers at the moment so he's on track to hopefully be back fully training next week and to be in selection for either next Tuesday, if he's quick enough, or for the following Saturday."
Healy's first Lions start was prematurely ended by an injury to his left ankle in the first half, following a tackle by Force flanker Angus Cottrell.
The young front rower is on crutches and had his foot in a plastic boot as the Lions squad travelled to Brisbane today. He will undergo a scan to confirm the extent of his injury.
The Dubliner's disciplinary hearing for the alleged biting offence has been rescheduled for Friday at 9am local time/12am Irish time.
BRITISH & IRISH LIONS Team & Replacements (v Queensland Reds, 2013 British & Irish Lions Tour, Suncorp Stadium, Brisbane, Saturday, June 8, kick-off 7.30pm local time/10.30am Irish time):
15. Stuart Hogg (Glasgow Warriors/Scotland)
14. Alex Cuthbert (Cardiff Blues/Wales)
13. Manu Tuilagi (Leicester Tigers/England)
12. Jonathan Davies (Scarlets/Wales)
11. Tommy Bowe (Ulster/Ireland)
10. Owen Farrell (Saracens/England)
9. Ben Youngs (Leicester Tigers/England)
1. Gethin Jenkins (Toulon/Wales)
2. Tom Youngs (Leicester Tigers/England)
3. Matt Stevens (Saracens/England)
4. Richie Gray (Scotland)
5. Geoff Parling (Leicester Tigers/England)
6. Dan Lydiate (Newport Gwent Dragons/Wales)
7. Sam Warburton (Cardiff Blues/Wales) (capt)
8. Toby Faletau (Newport Gwent Dragons/Wales)
16. Richard Hibbard (Ospreys/Wales)
17. Mako Vunipola (Saracens/England)
18. Adam Jones (Ospreys/Wales)
19. Paul O'Connell (Munster/Ireland)
20. Justin Tipuric (Ospreys/Wales)
21. Conor Murray (Munster/Ireland)
22. Jonathan Sexton (Leinster/Ireland)
23. George North (Scarlets/Wales)