Former captain Reuben Thorne returns to the side at flanker, replacing Jerry Collons.
Leon MacDonald, Mils Muliaina and Dan Carter are the only backs to keep their place, while prop Neemia Tialata and hooker Anton Oliver are called up. Doug Howlett, Sam Tuitupou and Scott Hamilton are also recalled.
Henry said: "The changes help to keep all of our players physically and mentally sharp.
"We hope that can provide an edge for us against South Africa this weekend and for the Philips Tri Nations series as a whole."
Saturday's clash with South Africa will be the 50th All Blacks Test match played in Wellington.
New Zealand squad: Leon MacDonald, Doug Howlett, Mils Muliaina, Sam Tuitupou, Scott Hamilton, Dan Carter, Piri Weepu; Neemia Tialata, Anton Oliver, Carl Hayman, Chris Jack, Ali Williams, Reuben Thorne, Richie McCaw (captain), Rodney So'oialo.
Replacements: Andrew Hore, Greg Somerville, Greg Rawlinson, Chris Masoe, Jimmy Cowan, Luke McAlister, Isaia Toeava.