Interim head coach Richie Murphy has made a number of positional and personnel changes in his backs - including his half-back pairing - from last week's dramatic win over Cardiff.
The only change in the forwards sees Reuben Crothers starting at blindside flanker in place of Marcus Rea. Dave Ewers and last week's try-scorer, David McCann, keep their spots at openside flanker and eight.
Lock Alan O’Connor captains the side again, where he is joined by last week’s player of the match, Harry Sheridan, in the second row.
The front row once more is Eric O’Sullivan, Tom Stewart and Scott Wilson.
The half-backs are a new pairing as John Cooney, who kicked the late winning penalty against Cardiff, starts at scrum-half. He is joined by Billy Burns at 10 to form the half-back partnership. The injured duo of Jake Flannery and Nathan Doak don't feature in the matchday squad.
Stuart McCloskey and Rob Baloucoune return to the team at centre and right wing respectively.
McCloskey lines up alongside Will Addison at outside centre, who impressed in the position last weekend, following an injury sustained by James Hume.
Jacob Stockdale keeps his jersey on the left wing, and Mike Lowry completes the backfield at full-back.
The province's resources are thin due to injuries, with their replacements made up of forwards John Andrew, Andrew Warwick, James French, Cormac Izuchukwu and Greg Jones. Dave Shanahan, Luke Marshall and Ethan McIlroy form the back options.
Ulster: Mike Lowry; Rob Baloucoune, Will Addison, Stuart McCloskey, Jacob Stockdale; Billy Burns, John Cooney; Eric O'Sullivan, Tom Stewart, Scott Wilson; Harry Sheridan, Alan O’Connor (capt); Dave Ewers, Reuben Crothers, David McCann
Replacements: John Andrew, Andrew Warwick, James French, Cormac Izuchukwu, Greg Jones, Dave Shanahan, Luke Marshall, Ethan McIlroy
Benetton: Jacob Umaga; Leonardo Marin, Tommaso Menoncello, Marco Zanon, Rhyno Smith; Tomas Albornoz, Andy Uren; Thomas Gallo, Giacomo Nicotera, Simione Ferrari; Scott Scrafton, Edoardo Iachizzi; Alessandro Izekor, Michele Lamaro (Capt), Lorenzo Cannone
Replacements: Gianmarco Lucchesi, Ivan Nemer, Tiziano Pasquali, Niccolò Cannone, Riccardo Favretto, Toa Halafihi, Alessandro Garbisi, Filippo Drago
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