Dan Carter back in the team for Kiwis
Carter has recovered from recent ankle surgery to line up at No 10 against the Wallabies at Hong Kong Stadium, but rugby league convert Williams will have to wait until later in the All Blacks' northern hemisphere tour to make his debut.
In all, Henry makes four changes from the side that fought back to edge out Australia 23-22 in Sydney last month.
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Hide AdAlong with Carter Jimmy Cowan returns at scrum-half following Piri Weepu's broken leg, Jerome Kaino is named at blindside flanker, and Joe Rokocoko lines up on the wing.
Australia have made two changes to their starting line-up, with tighthead prop Ben Alexander and winger Drew Mitchell returning from injuries.
New Zealand: M Muliaina; C Jane, C Smith, M Nonu, J Rokocoko; D Carter, J Cowan; T Woodcock, K Mealamu, O Franks, B Thorn, T Donnelly, J Kaino, R McCaw (capt), K Read.
Australia: K Beale; J O'Connor, A Ashley-Cooper, M Giteau, D Mitchell; Q Cooper, W Genia; B Robinson, B Alexander, M Chisholm, N Sharpe, R Elsom (capt), D Pocock, B McCalman. Subs: S Fainga'a, J Slipper, D Mumm, R Brown, L Burgess, B Barnes, L Turner.