Colin Slade will start at fullback for the Crusaders in Auckland on Friday, while the Blues have opted for Simon Hickey at flyhalf.
All Black Israel Dagg, who was poor against the Chiefs in Christchurch, has been relegated to the Crusaders bench.
In other changes to their starting XV, flyhalf Tom Taylor replaces Tyler Bleyendaal, who missed all five penalty kicks at goal last Friday, right wing Johnny McNicholl makes way for Rob Thompson, and Kieran Read comes in for Luke Whitelock at No 8.
Meanwhile, Blues coach John Kirwan has axed Noakes, with Hickey, who has played just 14 matches for Auckland, getting the No 10 jersey. Benji Marshall remains on the bench.
Francis Saili is out with a suspected stress fracture in his foot, forcing George Moala to move in off the wing to fill in at outside centre, alongside Jackson Willison in the midfield.
Returning All Blacks Keven Mealamu and Tony Woodcock will both make their first appearances of the season off the bench.
Crusaders – 15 Colin Slade, 14 Rob Thompson, 13 Reynold Lee-Lo, 12 Ryan Crotty, 11 Nafi Tuitavake, 10 Tom Taylor, 9 Andy Ellis, 8 Kieran Read (c), 7 Richie McCaw, 6 George Whitelock, 5 Sam Whitelock, 4 Dominic Bird, 3 Owen Franks, 2 Corey Flynn, 1 Tim Perry.
Subs: 16 Ben Funnell, 17 Wyatt Crockett, 18 Nepo Laulala, 19 Luke Romano, 20 Matt Todd, 21 Willi Heinz, 22 Adam Whitelock, 23 Israel Dagg.
Blues – 15 Charles Piutau, 14 Frank Halai, 13 George Moala, 12 Jackson Willison, 11 Tevita Li, 10 Simon Hickey, 9 Piri Weepu, 8 Peter Saili, 7 Luke Braid/Brendon O'Connor, 6 Steven Luatua, 5 Tom Donnelly, 4 Patrick Tuipulotu, 3 Charlie Faumuina, 2 James Parsons, 1 Sam Prattley.
Subs: 16 Keven Mealamu, 17 Tony Woodcock, 18 Angus Ta'avao, 19 Liaki Moli, 20 Brendon O'Connor/Jordan Manihera, 21 Bryn Hall, 22 Benji Marshall, 23 Pita Ahki.
Photo: Martin Hunter/Getty Images