Paulinho has been dropped by Brazil manager Luiz Felipe Scolari as Fernandinho comes in to replace him in the second round clash against Chile.
The Tottenham midfielder was criticised for below-par performances against Mexico and Cameroon and will be replaced by Manchester City's dynamic midfielder Fernandinho.
Other than the change in midfield, Brazil take on their South American rivals with the same side that crushed Cameroon 4-1 in their final Group A game. Two-goal hero Neymar starts alongside Hulk and Fred in attack, despite the former struggling for form so far in the World Cup.
Chile, meanwhile, will be looking to build on their impressive form in the World Cup, and Jorge Sampaoli names the same team that lost 2-0 to the Netherlands in their final group game.
Alexis Sanchez and Eduardo Vargas, who have three goals between them, start up front for the fourth consecutive game.
Brazil: Julio César; Dani Alves, Thiago Silva, David Luiz, Marcelo; Luiz Gustavo, Fernandinho, Oscar; Hulk, Fred, Neymar
Chile: Bravo; Medel, Mena, Jara; Isla, Díaz, Vidal, Silva, Aránguiz; Sánchez, Vargas