"Tom James has another chance to show us what he can do and Sam Warburton has been knocking on the door for some time after impressing the coaches on tour to North America this summer.
"But elsewhere we have maintained a consistency in selection and we will be looking to put a performance in on Friday night that will help create the momentum to finish off this series with wins and build on what we achieved for large parts of the game against New Zealand."
Scarlets pair of flanker Dafydd Jones (shoulder) and wing Mark Jones (knee) were unavailable through injury.
Peel was unavailable to face the All Blacks as the game fell outside the official November Tests window and back-five forward Jonathan Thomas is on the bench following a recent suspension.
Hook happy to continue at 15
The Sale scrum-half and prop Gethin Jenkins, 28, will make their 70th Wales appearances while flanker Williams, wing Williams and Cooper miss out altogether.
Rees is hooker cover on the bench while Osprey Craig Mitchell is set for his home debut among replacements that also include lock Bradley Davies, scrum-half Martin Roberts and Scarlets backs Jonathan Davies and Morgan Stoddart.
James Hook performed well out of position at full-back against the All Blacks and holds on to that role.
Cardiff Blues wing James has impressed for the region this season and adds a physical presence to Wales' back three.
However, 21-year-old Newport Gwent Dragons back-row Dan Lydiate must wait for his debut.
Meanwhile,Samoa are without London Irish wing Sailosi Tagicakibau, who is suffering an ankle injury.
Tagicakibau was hurt in the Exiles' draw with Harlequins on 31 October and has not played since.
Samoa can call on London Irish back-row forward George Stowers
Samoa captain and Tagicakibau team-mate George Stowers said: "He would love to be here and we'll miss him because he's our in-form winger now in England and we'd love to have him in our team.
"But that's an opportunity for another local boy coming over."
Thomas was suspended for Saturday's game, but his ban ends in time for the Osprey to face Samoa.
With Tests against Argentina and Australia - both above Wales in the International Rugby Board rankings - to follow at the Millennium Stadium, Samoa could be viewed as Wales' weakest November opponents.
But Samoa can boast three wins from six encounters against Wales, playing as first Western Samoa and now in their current incarnation.
Those include two humiliating home losses for Wales in the 1991 and 1999 World Cups and a 34-9 thrashing in Moamoa, Apia, in 1994.
However, the last time the two nations met in 2000 Wales ran out comfortable 50-6 winners in Cardiff.
Such a one-sided game would be a surprise this time around against a strong Samoa squad.
The Polynesians can boast 10 players who ply their trade in England's Guinness Premiership.
Although Tagicakibau's absence would be a huge loss, Samoa coach Fuimaono Tafua can still call on his London Irish team-mates Seilala Mapusua and Stowers, plus the likes of Wasps' David Lemi and the Tuilagi brothers - Anitelea of Sale and Henry of Perpignan.
Henry Tuilagi is one of five France-based players, while Justin Va'a plays for Glasgow in Scotland and another four play for New Zealand teams that compete at Air New Zealand Cup level or above.
After facing Wales, Samoa will complete their tour with Tests against France and Italy.
Wales: James Hook (Ospreys); Leigh Halfpenny, Tom Shanklin, Jamie Roberts, Tom James (all Cardiff Blues); Dan Biggar (Ospreys), Dwayne Peel (Sale); Gethin Jenkins (Blues), Huw Bennett, Paul James (both Ospreys), Luke Charteris (Newport Gwent Dragons), Alun-Wyn Jones (Ospreys), Andy Powell, Sam Warburton (both Blues), Ryan Jones (Ospreys, capt). Replacements: Matthew Rees (Scarlets), Craig Mitchell (Ospreys), Bradley Davies (Blues), Jonathan Thomas (Ospreys), Martin Roberts, Jonathan Davies, Morgan Stoddart (all Scarlets).
Backs: Junior Poluleuligaga (Bay of Plenty/NZ), Uale Mai (Apia West), Fa'atonu Fili (Wellington/NZ), Lolo Lui (Apia), Seilala Mapusua (London Irish/ENG), Eliota Fuimaono Sapolu (Gloucester/ENG), Gavin Williams (Clermont Auvergne/FRA), Anitelea Tuilagi (Sale/ENG), Henry Fa'afili (Leeds Carnegie/ENG), Sailosi Tagicakibau (London Irish/ENG), David Lemi (Wasps/ENG), Titi Esau (Apia West).
Forwards: Census Johnston (Toulouse/FRA), Justin Va'a (Glasgow/SCO), Jeremiah Fatialofa (Counties Manukau/NZ), Sakaria Taulafo (Tasman Makos/NZ), Mahonri Schwalger (Sale/ENG), Andrew Williams (Apia West), Filipo Levi (Newcastle/ENG), Iosefa Tekori (Castres/FRA), Kane Thompson (Dax/FRA), Jonathon Fa'amatuainu (Bath/ENG), Ofisa Treviranus (Apia West), George Stowers (London Irish/ENG), Misioka Timoteo (Apia), Henry Tuilagi (Perpignan/FRA), Semiperive Semeane (Apia).
Backs: Dan Biggar, James Hook, Shane Williams (all Ospreys); Gareth Cooper, Jamie Roberts, Tom Shanklin, Tom James, Leigh Halfpenny (all Blues); Martin Roberts, Stephen Jones, Jonathan Davies, Morgan Stoddart (all Scarlets); Dwayne Peel (Sale).
Forwards: Paul James, Duncan Jones, Craig Mitchell, Huw Bennett, Alun Wyn Jones, Ryan Jones (capt), Jonathan Thomas (all Ospreys); Gethin Jenkins, Bradley Davies, Andy Powell, Sam Warburton, Martyn Williams (all Blues); Matthew Rees (Scarlets); Luke Charteris, Dan Lydiate (both Dragons).
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