France have made 10 changes to the run-on side for Saturday's must-win clash with Australia in Melbourne following last week's 50-23 first test thrashing, including the return of captain Thierry Dusautoir to the back-row.
Woeful defence saw France concede seven tries in Brisbane, with Australia leading 50-9 at one stage before the visitors, who had several players arrive late following the Top 14 final, scored two consolations scores of their own.
Dusautoir missed the match as he continues his return from a biceps injury, but takes his place in the starting line-up with Bernard le Roux returning to the bench.
"It's important for the leadership, for the experience, his facility to go to a higher level and for our team not to panic because we panic too much," coach Philippe Saint-Andre told AAP.
"Of course he's a very important player for us and he's back after a long time because he was injured for the Six Nations and hasn't played with us since November."
Only five players have kept their place in the starting line-up - wing Yoann Huget, centre Wesley Fofana, No. 8 Damien Chouly, lock Yoann Maestri and hooker Guilhem Guirado - with Remi Tales replacing Freddie Michalak at flyhalf and Morgan Parra, who scored off the bench in Brisbane, earning a start at scrumhalf ahead of Maxime Machenaud.
Mathieu Bastareaud takes his place at outside centre while props Rabah Slimani and Alexandre Menini, on debut, will try and bolster a forward pack that was comprehensively outplayed by their rivals, with Saint-Andre also naming six forwards on the bench.
Les Bleus have not won a test in Australia in 24 years, but need a victory on Saturday to keep alive their hopes of winning the three-match series.
"We had to make changes, it was a very poor performance from our side," Saint-Andre added.
"Australia played very well after we had some key players injured or involved for the final.
"Some guys didn't perform well from last week and they didn't deserve to be in the starting 15. We know that we are not favourite but I just hope it will be a better contest than last week."
FRANCE: Brice Dulin, Yoann Huget, Mathieu Bastareaud, Wesley Fofana, Maxime Medard, Remi Tales, Morgan Parra, Damien Chouly, Thierry Dusautoir (captain), Yannick Nyanga, Yoann Maestri, Alexandre Flanquart, Rabah Slimani, Guilhem Guirado, Alexandre Menini. Reserves: Brice Mach, Thomas Domingo, Nicolas Mas, Bernard Le Roux, Louis Picamoles, Antoine Burban, Frederic Michalak, Remi Lamerat
Has Wallabies coach Ewen McKenzie done the right thing by resigning?