James O'Connor becomes the third captain of the Rebels after Gareth Delve and Stirling Mortlock. © Getty Images

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Matches: New South Wales Waratahs 31 - 26 Melbourne Rebels | Queensland Reds 25 - 17 New South Wales Waratahs | Melbourne Rebels 13 - 30 Brumbies

Players/Officials: Kurtley Beale | Scott Higginbotham | James O'Connor

Tournaments/Tours: Super Rugby

Teams: Australia | Melbourne Rebels | Rebels

Melbourne Rebels fly-half Kurtley Beale looks set to tackle his former side, New South Wales Waratahs, after recovering from a shoulder injury, and James O'Connor will captain the team from fullback.

Beale ran strongly at Rebels training on Tuesday and will be given the green light for the Super Rugby game at Allianz Stadium in Sydney on Friday night provided he pulls up well on Wednesday.

Beale has plenty to play for as the Rebels look to rebound from their loss to the Brumbies.

He stunned the Waratahs when he defected to the Rebels for the 2012 season, although they are believed to be chasing hard to get him back home with his Melbourne contract up at the end of this year.

Rebels coach Damien Hill said that Kurtley Beale's recovery after the Friday night game had been better than expected.

"He ran with us yesterday and he saw the doctor today and the news was positive," Hill said." All things going well, he should be fine."

Wallabies backrower Scott Higginbotham is another player who must pass a final fitness test after suffering a head knock.

Richard Kingi is the first choice should Beale be ruled out, with Hill reluctant to dislodge James O'Connor at fullback.

"James is as comfortable at 10 as he is at 15, but I think, for continuity of position, it would be good to keep him at 15," Hill said.

O'Connor has been handed the additonal responsibility of captaining the side with Gareth Delve out injured. The 22-year-old becomes the third person to lead the Melbourne-based franchise after Delve and Stirling Mortlock.

Hill said he wasn't concerned by the Waratahs' five-eighth, with Berrick Barnes likely to return from injury.

He believed NSW should continue with Israel Folau at fullback despite the player's disappointing debut in the loss to Queensland, but not because he felt the Rebels could exploit the newcomer.

The Rebels had a taste of Folau's ability when he scored two tries in his first game for NSW in a trial in Hobart.

"Everyone is focusing on what Izzy didn't do well and they should be focusing on what he did do well," Hill said. "The Waratahs made seven line breaks and he was a part of five of them. He's a very good player and I think you should give credit to the Reds for how they managed him. If he is playing, he's going to be danger."

Rebels team: James O'Connor (captain); Lachlan Mitchell, Mitch Inman, Rory Sidey, Richard Kingi; Kurtley Beale, Nick Phipps; Scott Higginbotham, Scott Fuglistaller, Luke Jones; Cadeyrn Neville, Hugh Pyle; Laurie Weeks, Ged Robinson, Nic Henderson Replacements: Shota Horie, Paul Alo-Emile, Jordy Reid, Jarrod Saffy, Nic Stirzaker, Angus Roberts, Tom English.