Ireland and Munster winger Simon Zebo will make his Lions debut in their match with the Waratahs on Saturday.
Out-half Jonathan Sexton has recovered from a tight hamstring to start, while Rob Kearney is on the bench after recovering from a hamstring tear.
Leigh Halfpenny will start at full back with Sean Maitland on the opposite flank to Zebo and Jonathan Davies and Jamie Roberts in the centre.
Sexton and Philips have been named as the starting half backs.
Mako Vunipola, Tom Youngs and Adam Jones are the front row with Alun-Wyn Jones and Paul O'Connell in the second row.
Tom Croft, Sam Warburton and Jamie Heaslip will slot into the back row.
Rob Kearney is joined on the bench by Richard Hibbard, Alex Corbisiero, Dan Cole, Geoff Parling, Dan Lydiate, Ben Youngs and Owen Farrell.
©INPHO/Dan Sheridan